Acquisition(s)

Medoro's Special Committee Recommends Acquisition of Panwest

 

    TORONTO, May 1 /CNW/ - Medoro Resources Ltd. (TSX-V/AIM: MRL) announced

today that a special committee of the board of directors has recommended that

the shareholders vote in favour of the proposed acquisition of the shares of

Panwest Seas Corporation Ltd., as it is fair to the company's shareholders and

is in the best interests of the company. As previously announced, Panwest

holds the rights to the Lo Increible 4A and 4B gold exploration properties

near El Callao, Venezuela.

    The recommendation is included in the Management Information Circular for

the company's Annual and Special Meeting to be held on May 19, 2006. The

circular includes a copy of the valuation and fairness opinion prepared by

Haywood Securities Inc. As a result, and subject to the qualifications and

limitations set out in the valuation and fairness opinion, Haywood Securities

concluded that the transaction is fair, from a financial point of view, to

Medoro's shareholders. The valuation and fairness opinion was reviewed and

approved by a special committee consisting of disinterested directors of the

company. The proposed acquisition is subject to regulatory approval and

requires the approval of a majority of Medoro shareholders, excluding shares

held by interested parties.

    For more information on the proposed acquisition, including a copy of the

valuation and fairness opinion, please see the Management Information

Circular, which has been filed on SEDAR (www.sedar.com). Medoro Resources is a

gold exploration and development company focused on acquiring properties of

merit for potential joint ventures with senior producers.

 

    THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT

    RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS NEWS RELEASE

 

 

    For further information: Peter Volk, Secretary, [phone],

pvolk(at)medororesources.com

    (MRL)