Strategic Metals Ltd. announced that its board of directors has unanimously approved a proposal to undertake a spin-out transaction to segregate some of its assets into a separate company. Under the terms of the proposed transaction, Strategic will transfer its Eureka, Triple Crown (formerly called OOO) and Treble (formerly called LLL) projects in Yukon and sufficient cash to qualify for a listing on the TSX Venture Exchange to Trifecta Gold Ltd., a wholly-owned subsidiary, in return for Trifecta shares, most of which will then be distributed to Strategic shareholders by way of a plan of arrangement. Strategic will retain all of its other assets, including property and royalty interests, remaining working capital, and shares it holds in other publicly-traded companies.

The closing of this transaction requires that Trifecta obtain conditional approval for the listing of its common shares on the TSX Venture Exchange. Trifecta's management will include Dylan Arnold-Wallinger as President and Chief Executive Officer, Larry B. Donaldson as Chief Financial Officer, and Glenn R. Yeadon as Corporate Secretary. Trifecta's directors are Richard Drechsler, Graham N. Downs, Bruce J. Kenway, Rosie Moore and Bradley J. Shisler.

The current board and management of Strategic will remain unchanged. The proposed transaction, which is subject to shareholder approval and regulatory acceptance, including the acceptance for filing by the TSX Venture Exchange and the Supreme Court of British Columbia, is expected to be implemented through a plan of arrangement under the Business Corporations Act (British Columbia). Subject to the final approval of the Board of Strategic in the fixing of the date for the special meeting of its shareholders, Strategic shareholders will receive a Management Information Circular with further details of the proposed spin-out transaction.