Shoreham Resources Ltd

The news release- 100% SOUNDS BETTER THEN 75% TO ME.

Shoreham signs LOI for Infinito Gold subsidiaries

2010-08-19 10:09 ET - News Release

An anonymous director reports

SHOREHAM SIGNS LETTER OF INTENT TO ACQUIRE 100% OF MARUDI MOUNTAIN

Shoreham Resources Ltd. and Infinito Gold Ltd. have entered into a non-binding letter of intent, the terms of which will be the basis for a definitive agreement pursuant to which, subject to certain terms and conditions, Shoreham intends to complete the acquisition of 100 per cent of the issued and outstanding common shares of Infinito's subsidiaries in Guyana and Aruba, which hold 100-per-cent interests in the Marudi Mountain, Paint Mountain and Potaro mineral concessions. Shoreham currently holds an option to acquire partial interests in the concessions pursuant to option agreements dated March 7, 2007, between Shoreham and Infinito, as announced in Stockwatch on March 27, 2007.

Pursuant to the Infinito LOI, Shoreham and Infinito propose to enter into a definitive agreement which will provide that Shoreham will acquire the Infinito subsidiaries in consideration for payments of a total of $500,000 (U.S.) and the issuance of 1.6 million common shares of the company to Infinito. On August 17, 2010, Shoreham paid a non-refundable deposit of $100,000 (U.S.) to Infinito, and on closing Shoreham will pay Infinito the $400,000 (U.S.) balance and issue 1.6 million shares.

Shoreham will grant Infinito the right to receive a 2-per-cent net smelter returns royalty for all future mineral production from the Marudi Mountain project to a maximum of $3-million (U.S.) in royalty payments. Shoreham will grant Infinito the right to receive a 2-per-cent NSR royalty for all future alluvial, saprolite and bedrock production from the Potaro project, to a maximum of $2-million (U.S.) in royalty payments.

Pursuant to the Infinito LOI, Infinito and its subsidiary plan to enter into agreements to facilitate the purchase of certain equipment by Infinito's subsidiary from Rexma SAS on terms and conditions agreed to by Shoreham and Infinito.

On closing, Infinito will transfer to Shoreham 100 per cent of the outstanding shares of the Infinito subsidiaries, free and clear of all encumbrances (except permitted encumbrances) and the interests of others, and Infinito will retain no interest in or liability associated with the holding companies other than the royalties.

The Infinito LOI is subject to TSX Venture Exchange approval, and the approval of the transaction by the boards of directors of Shoreham and Infinito.

A National Instrument 43-101-compliant technical report on the Marudi Mountain property dated Oct. 15, 2009, has been prepared and is filed on SEDAR under Shoreham's profile.

David Bending begin_of_the_skype_highlighting end_of_the_skype_highlighting, president and chief executive officer of Shoreham, reports: "This transaction accelerates the process of acquiring 100 per cent of the flagship Marudi Mountain project, and supersedes our option to earn 75 per cent, which has governed the Marudi Mountain agreement to date. It also streamlines the acquisition of the Potaro/Maple Creek properties and associated mining equipment, and allows the orderly advance of the Rexma alluvial mining operation at Marudi."

For further information, please visit the company's website or contact Mr. Bending at 604-533-9288 begin_of_the_skype_highlighting 604-533-9288