SFR Sandfire Resources America Inc

VANCOUVER, April 18 /CNW/ -- TSXV: SFR VANCOUVER, April 18 /CNW/ - Starfire Minerals Inc. ("Starfire") announces that it has signed a joint venture agreement with Liaoning Eden Venture Investments Ltd. ("Liaoning"), a Canadian resource/investment company. The majority Liaoning shareholder is Liaoning Non-Ferrous Geological Research and Exploration Institute of Liaoning, PRC. ("Liaoning China") Pursuant to this agreement, Starfire and Liaoning will jointly explore and develop Starfire's Porphyry Pearl property located in the Toodoggone District of British Columbia. The parties have agreed to incorporate a company ("NEWCO") to facilitate this arrangement and Starfire will then transfer, at its own cost, its interest in the Porphyry Pearl property to NEWCO in exchange for shares in NEWCO. Liaoning will be able to earn up to a 51% interest in NEWCO through an investment of up to $9 million over 36 months, which funds will be used exclusively for exploration and development work on the Porphyry Pearl property. The minimum required annual investment by Liaoning is $3 million. Upon funding the full $9 million Liaoning will acquire a 51% interest in NEWCO and Starfire's interest in NEWCO will be diluted to 49%. However, if Liaoning funds less than $9 million, then it will only be issued that number of shares of NEWCO as is proportionate to the amount of funds that it has advanced, the result of which will be that Starfire will retain a majority interest in NEWCO until such time as Liaoning funds the full $9 million. Pursuant to the terms of the agreement, the parties will form a committee comprised of representatives of both parties to approve future exploration programs and budgets. In addition, further development costs after Liaoning's initial $9 million investment will be shared by the parties in proportion to their shareholdings in NEWCO. Neither party can be diluted below 10% in NEWCO, regardless of future contribution levels. The above transaction is subject to regulatory approval. ON BEHALF OF THE BOARD OF DIRECTORS OF STARFIRE MINERALS INC. "Dan Mosher" ---------------------------------------------------------------- Dan Mosher, President & CEO THIS PRESS RELEASE WAS PREPARED BY MANAGEMENT WHO TAKES FULL RESPONSIBILITY FOR ITS CONTENTS. NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE. Forward Looking Information Certain information regarding the Company set forth in this press release, including the re-structuring of a joint venture company, the proposed amount of financing, the proposed use of proceeds and management's assessment of the Company's future plans and operations contain forward looking information that involve substantial known and unknown risks and uncertainties. This forward looking information is subject to, but not limited to, factors such as the actions of third parties, the impact of general economic conditions, industry conditions, results from future work programs; fluctuations of commodity prices, availability of qualified personnel and management and/or timely and cost effective access to sufficient capital from internal and external sources. The Company's actual results, performance or achievement could differ materially from those expressed in or implied by the forward looking information and accordingly, no assurance can be given that any of the events anticipated to occur or transpire from the forward looking information will provide any benefits to the Company. To view this news release in HTML formatting, please use the following URL: http://www.newswire.ca/en/releases/archive/April2011/18/c5081.html p Starfire Minerals Inc.br/ 3B - 19299 94th Avenuebr/ Surrey, BC V4N 4E6 /p p Telephone: 604.455.0484br/ Fax: 604.455.0784 /p

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