Timberline Resources (TLR) - US8871331067 - WKN: A0MQN8

Mann, die hab ich auch Not gehabt..........
Fall dürfte zum teil auf die unsichere finanzierung für die Übernahme zurückzuführen sein.....

Ansonsten find ich nichts Negatives.....

Timberline Provides Corporate Update to Shareholders
Tuesday September 16, 8:00 am ET

COEUR D'ALENE, Idaho, Sept. 16, 2008 (GLOBE NEWSWIRE) -- Timberline Resources Corporation (AMEX:TLR - News) today provided its shareholders with an update of recent corporate activity.
The Company's top priority remains its planned acquisition of Small Mine Development (``SMD''), one of the largest underground mine development and production contractors in the United States. Since receiving shareholder approval for the acquisition on August 22, already challenging market conditions have deteriorated significantly. The Company continues to pursue several financing options while protecting shareholder interests.
Timberline Chairman John Swallow stated, ``As Timberline shareholders, we recognize the difficulties in the current market but remain focused on executing our business plan. We believe that as the financial crisis subsides and markets regain their balance, our exposure to mining services and precious metals will prove attractive to many new investors seeking portfolio diversification. With our fleet of 25 surface and underground drill rigs, world-class exploration potential, experienced personnel, and less than 29-million shares outstanding, we believe that our stock is severely undervalued and offers a compelling investment opportunity at this time.''
The Company also announced significant progress toward sustained profitability at its U.S. drilling subsidiary, Timberline Drilling, Inc. (formerly Kettle Drilling, Inc.). Timberline CEO Randal Hardy stated, ``Our new management team at Timberline Drilling is off to an impressive start. After just four months, we are already seeing sharply reduced administrative costs along with greatly improved operating efficiencies, gross margins, and overall morale. We are specifically focused on the efficiency and profitability of our drills, and we expect to exceed our previously announced revenue forecast. While our primary focus is on underground drilling at producing mines, we currently have fewer surface rigs in operation than in recent quarters, largely due to a market-driven slowdown in exploration activity. In response, we have redeployed several drill rigs to underground projects and to Mexico, where our other drilling subsidiary, World Wide Exploration, S.A. de C.V, continues to deliver outstanding results.''
Timberline also announced today that a preliminary economic analysis of its 100-percent owned, royalty-free Butte Highlands Gold Project is very encouraging, suggesting the potential for excellent returns at gold prices as low as $500 per ounce. Timberline has initiated the permitting process for an exploration decline which will allow direct access to mineralized material and support underground drill stations. A 3-dimensional model of projected mineralization at Butte Highlands, along with historic workings, past drill holes, and the proposed exploration decline, is available at: http://www.timberline-resources.com/butte_highlands_video.
Capital costs for the proposed decline, which will be designed to also function as a production ramp in the event that feasibility is established, are estimated at less than $18-million. Once permitted, the Company expects that the decline will be driven by SMD. Construction of an onsite mill and tailings pond are not currently envisioned at Butte Highlands as custom milling capacity is available at existing nearby facilities. The resulting reduction in development lead-time, as well as in permitting and construction costs, is forecast to have a substantial positive impact on project economics.
Butte Highlands, Timberline's most advanced-stage project, was extensively drilled by Placer Dome, Battle Mountain, ASARCO, and Orvana Minerals in the 1980s and 1990s, and contains historic mineralization outlined by Orvana (not compliant with NI 43-101 or SEC Guide 7) exceeding 500,000 ounces of gold. Past drilling highlights include gold intercepts of 50 feet of 0.65 ounces per ton (oz/t), 31 feet of 1.06 oz/t, and 11.5 feet of 1.99 oz/t. Ongoing drilling at Butte Highlands is focused on confirming the estimated mineralization and future drilling will seek to expand it with step-out holes along strike and down-dip.
Timberline Resources Corporation has taken the complementary businesses of mining services and mineral exploration and combined them into a unique, forward-thinking investment vehicle that provides investors exposure to both the ``picks and shovels'' and ``blue sky'' aspects of the mining industry.
Timberline has contract drilling subsidiaries in the western United States and Mexico and an exploration division focused on high-potential, district-scale gold projects. With its anticipated acquisition of a premier American underground mine contractor, Small Mine Development, Timberline will strengthen its position as an emerging, vertically-integrated resource company. Timberline is listed on the American Stock Exchange and trades under the symbol ``TLR''.
Additional Information About The SMD Acquisition
In connection with the proposed acquisition, Timberline has filed a proxy statement with the Securities and Exchange Commission. INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THE FINAL PROXY STATEMENT, BECAUSE IT CONTAINS IMPORTANT INFORMATION ABOUT THE ACQUISITION AND THE PARTIES THERETO. Investors and security holders may obtain a free copy of the proxy statement and other documents filed by Timberline at the Securities and Exchange Commission's Web site at http://www.sec.gov. The proxy statement and such other documents may also be obtained for free from Timberline by directing such request to Timberline Resources Corporation, 101 E. Lakeside Ave., Coeur d'Alene, ID 83814, Attention: Chief Financial Officer.
Participants in the Solicitation
Timberline and its directors, executive officers and other members of its management and employees may be deemed to be participants in the solicitation of proxies from its stockholders in connection with the proposed acquisition. Information concerning the interests of Timberline's participants in the solicitation, which may be different than those of Timberline stockholders generally, is set forth in Timberline's proxy statements and Annual Reports on Form 10-KSB, both previously filed with the Securities and Exchange Commission, and in the proxy statement relating to the acquisition.

Timberline Releases Highlights of Preliminary Economic Analysis for Its Butte Highlands Gold Project
Friday September 19, 8:00 am ET
COEUR D'ALENE, Idaho, Sept. 19, 2008 (GLOBE NEWSWIRE) -- Timberline Resources Corporation (AMEX:TLR - News) today released highlights from a preliminary in-house economic analysis of its 100-percent owned, royalty-free Butte Highlands Gold Project in southwestern Montana.Nearly 100,000 feet of past drilling by major and junior mining companies outlined historic mineralization (pre-dating and not compliant with NI 43-101 or SEC Guide 7) exceeding 500,000 ounces of gold. The preliminary analysis assumes the successful confirmation of this historic mineralization, including its tonnage and average grade, which is the primary objective of the current drill program. Highlights of the analysis include:
* A 2-year development time, primarily to drive an exploration
decline to access mineralization, which may also serve as a
production ramp, and cut underground drill stations, at an
estimated cost of $15-million to $18-million.

* Custom milling at nearby facilities with excess capacity,
bypassing the need to permit and construct an onsite mill and
tailings pond.

* A 1,000 ton-per-day operation at an average grade of 0.287 ounces
of gold per ton, yielding annual gold production of approximately
85,000 ounces per year over a 5-year mine-life.

* Sensitivity analysis indicating robust economics at gold prices as
low as $500 per ounce.

Timberline V-P of Exploration Paul Dircksen stated, ``While our in-house analysis is preliminary in nature, these results are very compelling, especially given the current market conditions.''
Timberline CEO Randal Hardy added, ``Our business model was conceived out of our belief that investor sentiment would eventually shift to favor hard assets and related businesses, such as drilling, mine development, and mining. We believe that the prevailing market instability is likely to hasten this shift and that we are well-positioned to benefit from it.''
The preliminary analysis is part of Timberline's ongoing Preliminary Scoping Study at Butte Highlands and was conducted by Small Mine Development (``SMD''), which is expected to perform all development work for the project and is familiar with district geology. As previously announced, Timberline has signed a definitive agreement to acquire SMD and recently received shareholder approval to make the acquisition.
The Butte Highlands analysis is included in an updated Timberline presentation, which will be featured at The Silver Summit in Coeur d'Alene on Friday, September 19, and which is now available on the Company's website at http://www.timberline-resources.com.
Timberline Resources Corporation has taken the complementary businesses of mining services and mineral exploration and combined them into a unique, forward-thinking investment vehicle that provides investors exposure to both the ``picks and shovels'' and ``blue sky'' aspects of the mining industry.
Timberline has contract drilling subsidiaries in the western United States and Mexico and an exploration division focused on high-potential, district-scale gold projects. With its anticipated acquisition of a premier American underground mine contractor, Small Mine Development, Timberline will strengthen its position as an emerging, vertically-integrated resource company. Timberline is listed on the American Stock Exchange and trades under the symbol ``TLR''.

Guter Deal, nur wo nehmen sie die 25 Mille her zu welchen Bedingungen

Timberline Signs Letter of Intent to Amend the Purchase Agreement to Acquire Small Mine Development, LLC
Friday October 10, 8:30 am ET

COEUR D'ALENE, Idaho, Oct. 10, 2008 (GLOBE NEWSWIRE) -- Timberline Resources Corporation (AMEX:TLR - News) announced today that it has signed a non-binding Letter of Intent to amend the purchase agreement to acquire Small Mine Development, LLC (``SMD''), one of the largest underground mine contractors in the United States. The Company expects to sign the definitive version of the amendment to the purchase agreement shortly.

The Letter of Intent reflects a revised purchase price of $70-million to Ron Guill, the sole owner of SMD and a Timberline Director. Timberline has agreed to pay $25-million in cash at closing, payable from a secured financing facility, and $45-million in Timberline common stock (valued at $1.16 per share). The Letter of Intent also contemplates that Timberline will establish a Restricted Stock Plan for key employees and management. There are no options or warrants included in the new agreement or in the Restricted Stock Plan. In conjunction with the amended agreement, Timberline is in advanced negotiations with Auramet Trading, LLC with regard to extending and/or amending its existing bridge loan facility.
SMD was founded in 1982 and has approximately 300 employees working at six mine sites, for clients such as Newmont Mining. In 2007, SMD had earnings before interest, taxes, depreciation, and amortization (EBITDA) of $23.8-million on revenues of $101.4-million. Over its last five fiscal years, SMD has generated EBITDA of 22 to 24-percent of revenue on steady revenue growth.
Timberline CEO Randal Hardy stated, ``We are very pleased to reach this agreement, despite extremely difficult market conditions, and believe that it is advantageous to our shareholders and to the employees of both SMD and Timberline. The revised deal structure allows us to complete the acquisition while bypassing the capital markets and avoiding unmanageable debt.''
Timberline Chairman John Swallow added, ``We believe that the amended terms remove considerable uncertainty regarding the acquisition while adding a committed, long-term majority shareholder in Ron Guill. We remain confident that our combined management team will deliver strong returns from our contract mining and drilling businesses, despite the present market uncertainty. Furthermore, by adding underground mine development and operation to our in-house capabilities, we will be well-positioned for further growth within the resource sector.''
With SMD fully integrated, Timberline plans to aggressively advance its Butte Highlands Gold Project. The Company recently announced that a preliminary in-house economic analysis indicated the potential for the project, once successfully developed, to significantly increase consolidated EBITDA with a gold price as low as $500 per ounce. (See Timberline's press release dated September 19, 2008 for details.) Partial results from the Company's ongoing drill program at Butte Highlands will be announced shortly.
Timberline Resources Corporation has taken the complementary businesses of mining services and mineral exploration and combined them into a unique, forward-thinking investment vehicle that provides investors exposure to both the ``picks and shovels'' and ``blue sky'' aspects of the mining industry.
Timberline has contract drilling subsidiaries in the western United States and Mexico and an exploration division focused on high-potential, district-scale gold projects. With its anticipated acquisition of a premier American underground mine contractor, Small Mine Development, Timberline will strengthen its position as an emerging, vertically-integrated resource company. Timberline is listed on the American Stock Exchange and trades under the symbol ``TLR''.
Statements contained herein that are not based upon current or historical fact are forward-looking in nature. Such forward-looking statements reflect the Company's expectations about its future operating results, performance and opportunities that involve substantial risks and uncertainties. When used herein, the words ``anticipate,'' ``believe,'' ``estimate,'' ``plan,'' ``intend'' and ``expect'' and similar expressions, as they relate to Timberline Resources Corporation, or its management, are intended to identify such forward-looking statements. These forward-looking statements are based on information currently available to the Company and are subject to a number of risks, uncertainties, and other factors that could cause the Company's actual results, performance, prospects, and opportunities to differ materially from those expressed in, or implied by, these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, such factors, including risk factors, discussed in the Company's Annual Report on Form 10-KSB for the year ended September 30, 2007. Except as required by the Federal Securities law, the Company does not undertake any obligation to release publicly any revisions to any forward-looking statements.

Doch zu teuer SMD zu übernehmen....
wenig Aktien heraußen

Timberline Forms 50/50 Joint Venture At Butte Highlands With SMD, Agrees to Cancel Acquisition of SMD, and Completes $10-Million Debt/Equity Financing to Retire Bridge Loan Facility
Monday October 27, 8:33 pm ET
COEUR D'ALENE, Idaho, Oct. 27, 2008 (GLOBE NEWSWIRE) -- Timberline Resources Corporation (AMEX:TLR - News) announced today that it and Ron Guill have mutually agreed to cancel the agreement to acquire Small Mine Development, LLC (``SMD''), while simultaneously agreeing to form a 50/50 joint venture with SMD at Timberline's 100-percent owned, royalty-free Butte Highlands Gold Project. Under terms of the agreement, Timberline will be carried to production by SMD, which will fund all mine development costs and begin development next summer. Both Timberline's and SMD's 50-percent share of costs will be paid out of proceeds from future mine production.
Timberline also agreed to a $10-million debt & equity financing with Ron Guill, a Timberline Director and the sole owner of SMD. The financing consists of a $5-million 2-year note convertible into Timberline common stock at $1.50 per share and $5-million in Timberline common stock valued at $0.90 per share, resulting in Mr. Guill becoming the Company's largest individual shareholder. Proceeds from the financing allow Timberline to pay off its bridge loan with Auramet Trading, LLC and provide working capital. As a listed company, the issuance of shares is subject to the additional share listing application process of the NYSE Alternext.
Timberline CEO Randal Hardy stated, ``We are excited about this transaction. In these unprecedented market conditions, it proved extremely difficult to complete the acquisition of SMD under acceptable terms. Therefore, we jointly agreed that the unpredictability in the current economic climate presented too great of a risk to the Company and our shareholders. Under these circumstances, we believe that our strategic partnership with SMD at Butte Highlands provides an excellent opportunity for our shareholders by placing our most-advanced project on a development track with considerably less share dilution. This partnership is a model for future opportunities in underground mine development and mining with SMD.''
Timberline will have approximately 34-million shares outstanding. According to the preliminary economic analysis of the Butte Highlands project, once successfully in full production, at a gold price of $600 per ounce, the estimated annual revenue from the project is $51.5-million. Timberline's 50-percent interest in the project could annually generate an estimated $25.8-million in revenue and $11-million in net income (32 cents per share). At $800 per ounce, the estimated annual revenue from the project is $68.7-million, resulting in an estimated $34.4-million in revenue and $19-million in net income (55 cents per share) to Timberline.
Chairman John Swallow added, ``While both sides went to great effort and expense to consummate the acquisition agreed to nearly a year ago, the world of a year ago is, unfortunately, not the world of today. In attempting to push a deal that made sense until recently, but does not today, we risked creating an entity unable to generate sufficient cash flow or take advantage of the opportunities that exist today. We have no control over the credit markets and little use for them or the process at this time. The resulting structure of Timberline demonstrates the strength of our relationships with those truly motivated to build shareholder value.''
Nearly 100,000 feet of past drilling by major and junior mining companies outlined historic mineralization (pre-dating and not compliant with NI 43-101 or SEC Guide 7) exceeding 500,000 ounces of gold. As announced previously, a preliminary economic analysis conducted by SMD assumes the successful confirmation of this historic mineralization, including its tonnage and average grade. Highlights of the analysis include:
* Development program including an exploration decline, which
becomes the production ramp, underground drill stations, and
underground drilling at a total estimated cost of $15-million to
$18-million.

* Ability to achieve production in less than 2 years.

* Anticipated custom milling at nearby facilities with excess
capacity, bypassing the need to permit and construct an onsite
mill and tailings pond.

* A 1,000 ton-per-day operation at an average grade of 0.289
ounces of gold per ton, yielding annual gold production of
approximately 85,000 ounces per year over a 5-year mine-life.

* Sensitivity analysis indicating robust economics at gold prices
as low as $500 per ounce.

Timberline Resources Corporation has taken the complementary businesses of mining services and mineral exploration and combined them into a unique, forward-thinking investment vehicle that provides investors exposure to both the ``picks and shovels'' and ``blue sky'' aspects of the mining industry. Timberline has contract drilling subsidiaries in the western United States and Mexico and an exploration division focused on high-potential, district-scale gold projects. The Company has a 50/50 joint venture with Small Mine Development, LLC at Timberline's 100-percent owned, royalty-free Butte Highlands Gold Project which is scheduled for development beginning in 2009. Timberline is listed on the American Stock Exchange and trades under the symbol ``TLR.''