Proposed Transaction

Under the Option Agreement, MillenMin has been granted the exclusive right and option to acquire an undivided 70% interest in the Property by paying $120,000 to Nevada CMI, incurring $750,000 aggregate exploration expenditures on the Property and issuing 400,000 common shares in the capital of MillenMin (the “Shares”) to Nevada CMI over a period of four years.

MillenMin shall have the exclusive right to manage and operate all work programs carried out on the Property.

Upon MillenMin earning an undivided 70% interest in the Project, MillenMin and Nevada CMI will form a joint venture to explore and develop the Property.  The participating interests in the joint venture of MillenMin and Nevada CMI shall be 70% and 30%, respectively, and each party will be responsible for funding the exploration and development activities of the Property in accordance with its proportional interest in the joint venture. The original vendors retain a 3% net smelter royalty on the Property.

Subject to the approval of the Exchange, a finder’s fee will be paid by Nevada CMI to John Chalcraft, who is an arm’s length party to the MillenMin and Nevada CMI, in connection with the Proposed Transaction. The finder’s fee payable to Mr. Chalcraft consists of a total cash payment of $2,000.

The Proposed Transaction is subject to the approval of the TSX Venture Exchange (the “Exchange”) and will constitute MillenMin’s Qualifying Transaction (the “QT”) pursuant to the Exchange Policy 2.4 concerning capital pool companies (the “CPC Policy”). MillenMin is a capital pool company and will become a Tier 2 mining issuer listed on the Exchange upon completion of the QT.

Completion of MillenMin Venture Inc.’s proposed Qualifying Transaction is subject to a number of conditions, including but not limited to Exchange acceptance and if applicable pursuant to Exchange Requirements, majority of the minority shareholder approval. Where applicable, the proposed Qualifying Transaction cannot close until the required shareholder approvals are obtained. There can be no assurance that the proposed Qualifying Transaction will be completed as proposed or at all.

Windpass Gold Property

The Windpass Gold Property is located approximately 8 km east of Little Fort in Central British Columbia, between Dunn Lake and Baldy Mountain. The Property is comprised of seven Mineral Leases covering 354.34 hectares and one Mineral Claim covering 382.78 hectares for a total of approximately 737 hectares. All of the Mineral Tenures are 100% owned by Nevada CMI. Access to the Property is provided by paved and well-maintained gravel roads.

The Property is situated within the Fennel Formation of volcanic and sedimentary rocks of Permian Age. Into the Fennel Formation and passing through the center of the Property is a broad sill, some 720 meters in width, of hornblende pyroxene diorite. The mineralization is controlled by southeast trending shears which open up as they are refracted by the diorite, allowing the development of shear veins. The mineralization is classified as a low sulphidation, epithermal, gold quartz veins.

The previous geological work had been conducted within the Property in the past 70 years from 1916 to 1987. Two underground mines were operated and produced 32,026 ounces of gold.

In 2009, Nevada CMI drilled twelve diamond drill holes totaling 1,287 meters and completed nine trenches totaling 856 meters. The drill holes and trenches encountered several areas of gold mineralization with a width of 0.61-6.00 meters and a range of 0.43-19.65 g/t gold. The Property contains at least twenty shear vein structure zones, which warrant exploration work. The types of deposits that can be expected are high grade shoots within the shear vein structures.

About Nevada CMI

Nevada CMI is a diversified precious, speciality and base metal exploration and development company focusing on magnesium, molybdenum and gold exploration and development in North America.

On Behalf of Management

Edward Lee
President

“We believe the new name better reflects the Company’s focus on the development of its Tami Mosi Magnesium Project in Nevada” said Edward Lee, President of the Company.

About Tami–Mosi Magnesium Project:

The Tami–Mosi magnesium project poses the ability to exploit its inferred magnesium resource for 30 years producing 30,000 tonnes per year within the United States, where protective tariffs are in place on imported magnesium metal.  The economics are based on a NI 43-101 resource estimate analysis on the project, completed by Wardrop Engineering (a Tetra Tech Company), which shows an inferred resource of 412 million tonnes with an average grade of 12.3% for a contained metal content of 111 billion pounds of magnesium using a 12% cut-off grade.

About Molycor Gold Corp.

Molycor is a diversified precious, speciality and base metal exploration and development company focusing on magnesium, molybdenum and gold exploration and development inNorth America.

On Behalf of Management

Edward Lee
President

A resolution was passed at the Meeting confirming the Shareholders’ Rights Plan with respect to the Shareholder’s Rights Plan Agreement made between the Company and Computershare Investor Services Inc., as rights agent, dated February 28, 2012, and filed with the TSX Venture Exchange.

In addition a special resolution was passed at the Meeting resolving that the name of the Company be changed to “Nevada Clean Magnesium Inc.”, subject to the acceptance of the Registrar of Companies and the TSX Venture Exchange.

About Molycor Gold Corp.

Molycor is a diversified precious, speciality and base metal exploration and development company focusing on magnesium, molybdenum and gold exploration and development inNorth America.

On Behalf of Management

Edward Lee
President

The Griffon Property

Alta Gold produced approximately 90,000 ounces of gold from two Carlin-type deposits hosted along the contact between the Mississippian Chainman Shale and Joana Limestone.  Including the drill holes that defined the Discovery Ridge and Hammer Ridge deposits, a total of only 208 historic drill holes have been drilled, most of which were mined out.  Griffon represents a very target-rich opportunity.  The companies believe strong potential exists for the discovery of additional deposits at the same favorable horizon beneath cover, and new, more extensive deposits beneath the Joanna at the contact with the underlying Pilot Shale Formation.  Due to Alta Gold’s bankruptcy, a proposed pit expansion for the Hammer Ridge deposit was never approved, leaving an undetermined amount of gold in the ground.  The Griffon Property consists of a core of 64 unpatented lode mining claims, plus 159 claims staked by Pilot within the AOI covering 4,401 acres (1,781 hectares).

Option Agreement Summary

The option agreement signed by Molycor allows Pilot Gold to earn an initial 60% by paying Molycor a total of $US119,636 cash, issuing 120,000 of its common shares and incurring $US750,000 in exploration and development expenses over a four year period with the right to earn an additional 10% in the Griffon Property.  The initial work commitment of $US100,000 must be completed prior to the earlier of the 2nd anniversary of the agreement, or upon receipt of first phase drilling permits.

About Pilot Gold Inc.

Pilot Gold is a gold exploration company led by a proven technical team that continues to discover and define high-quality projects featuring strong grades, meaningful size and mining-friendly addresses. Pilot Gold’s key assets include interests in the Halilaga and TV Tower projects in Turkey, and the Kinsley Mountain project in Nevada. Griffon will join Pilot Gold’s large future growth pipeline – a portfolio focused on high-quality, sediment-hosted gold systems.

About Molycor Gold Corp.

Molycor is a diversified precious, speciality and base metal exploration and development company focusing on magnesium, molybdenum and gold exploration and development inNorth America.

On Behalf of Management

Edward Lee
President

The Fundamental Research Report is entitled “Positive PEA on Tami Mosi Magnesium Project” and dated January 19, 2012. The full report is now at www.researchfrc.com.

About Fundamental Research:

Since 2003, Fundamental Research Corp has been providing the highest institutional quality equity research coverage on small and micro-cap companies through their extensive distribution network. In 2009, they also started issuing reports on exempt market securities. In 2010, their Top Picks earned them the #3 highest ranked analyst firm with a return of 20.75%, and #1 in the Basic Materials Sector (which includes mining) with a return of 29.07% on third party ranking systems that tracks analysts globally. Their goal from the beginning was to provide high quality research to a broad audience, while adhering to high ethical standards and a strong foundation of integrity.

DISCLAIMER:  Please note that any opinions, estimates, or forecasts regarding Molycor Gold Corp’s performance made by these analysts are theirs alone and do not represent opinions, forecasts, or predictions of Molycor Gold Corp or its management.  Molycor Gold Corp does not, by its reference or distribution; imply its endorsement of, or concurrence with, such information, conclusions, or recommendations.

Molycor Gold Corp. does not provide analyst reports to persons outside of the Company.  Please contact the research analyst directly to obtain a report.  We Seek Safe Harbour.

About Tami–Mosi Magnesium Project:

The Tami–Mosi magnesium project poses the ability to exploit its inferred magnesium resource for 30 years producing 30,000 tonnes per year within the United States, where protective tariffs are in place on imported magnesium metal.  The economics are based on a NI 43-101 resource estimate analysis on the project, completed by Wardrop Engineering (a Tetra Tech Company), which shows an inferred resource of 412 million tonnes with an average grade of 12.3% for a contained metal content of 111 billion pounds of magnesium using a 12% cut-off grade.

About Molycor Gold Corp.:

Molycor is a diversified precious, speciality and base metal exploration and development company focusing on magnesium, molybdenum and gold exploration and development inNorth America.

On Behalf of Management

Edward Lee
President

A Metallurgical Engineer with over 25 years of practical international experience in the production and application of light metal products, Mr. Bailey has a proven record of success.  In addition to his knowledge of process engineering, quality control, management of magnesium operations and technical marketing, he has held executive positions both domestically and internationally.

As President of B. S. Metallurgy, Inc., Mr. Bailey currently provides operation assistance, problem resolution and technical development advice to companies within the light metal processing industry.  He is also is a broker and technical sales representative for aluminum metal castings and magnesium materials

Among his accomplishments, he has numerous publications in the light metals arena.  An active member in numerous technical societies, Mr. Bailey currently holds the position of Chairman of the Magnesium Division in the American Foundry Society and is part of the project team assisting the Michigan Technical University in a DOE sponsored project in the development of new magnesium metal casting techniques that will provide a foundation for expansion of magnesium in potential new applications.

James Sever is quoted to say “The addition of Rob completes our team and greatly enhances our potential for success.  With his expertise we now have a fully integrated team that can effectively take the project to a successful conclusion.”

About Tami–Mosi Magnesium Project

The Tami–Mosi magnesium project poses the ability to exploit its inferred magnesium resource for 30 years producing 30,000 tonnes per year within theUnited States, where protective tariffs are in place on imported magnesium metal.  The economics are based on a NI 43-101 resource estimate analysis on the project, completed by Wardrop Engineering (a Tetra Tech Company), which shows an inferred resource of 412 million tonnes with an average grade of 12.3% for a contained metal content of 111 billion pounds of magnesium using a 12% cut-off grade.

About Molycor Gold Corp.

Molycor is a diversified precious, speciality and base metal exploration and development company focusing on magnesium, molybdenum and gold exploration and development inNorth America.

On Behalf of Management

Edward Lee
President

Mr. Wakefield has over thirty eight years in the electric power and process industries.  His expertise encompasses independent power generation and electric utility equipment.  This is combined with experience in systems supply, maintenance, operations, consulting and project development.  He has extensive experience in all aspects of the energy and pollution control industries.

Presently, Mr. Wakefield is President of WAI International, Inc. assisting clients in market development, project development and financing within the energy and pollution control industries.  His current projects include industrial and small-medium scale Integrated Gasification Combined Cycle facilities (IGCC); innovative systems for coal-fired plants to improve efficiency and reduce emissions; industrial site redevelopment and application of bio-based lubricants.

Previously, Mr. Wakefield served as President and Chief Executive Officer of Econo – Power International Corporation which he founded in 1990.  This company identified and significantly upgraded coal gasification systems and separate sulfur removal systems to offer clean, economic and environmentally friendly syngas for power and industrial fuel.  He co-holds patents and patents-pending for the combined system and various other patents on the use and application of air-blown gasification.  He assembled a world-class management team to develop, finance, construct and manage gasification projects and established relationships with major international contractors, equipment suppliers and financing sources.

Included in Mr. Wakefield’s clients are major electric utilities, refining and industrial companies for whom he has negotiated and managed multiple turnkey contracts.  Mr. Wakefield has developed a reputation for integrity, innovation, technical excellence, and problem solving.

Edward Lee states “We are honoured to have someone of this calibre in a position to assist us with the development of the power island that is to be a part of our magnesium facility.”

About Tami–Mosi Magnesium Project

The Tami–Mosi magnesium project poses the ability to exploit its inferred magnesium resource for 30 years producing 30,000 tonnes per year within theUnited States, where protective tariffs are in place on imported magnesium metal.  The economics are based on a NI 43-101 resource estimate analysis on the project, completed by Wardrop Engineering (a Tetra Tech Company), which shows an inferred resource of 412 million tonnes with an average grade of 12.3% for a contained metal content of 111 billion pounds of magnesium using a 12% cut-off grade.

About Molycor Gold Corp.

Molycor is a diversified precious, speciality and base metal exploration and development company focusing on magnesium, molybdenum and gold exploration and development inNorth America.

On Behalf of Management

Edward Lee
President

The initial Advisory Committee will consist of:

Dr. Neale Neelameggham is partner/owner of Ind LLC consulting on metal production and energy technology.  He was one of the original engineers when the US Magnesium plant started up in 1972.  Being newly retired with over forty years of experience in the magnesium industry, Dr. Neelameggham is recognized as a premier researcher and inventor/co-inventor in the magnesium field and holds 13 registered patents with over 14 papers and publications to his credit.  He has several professional affiliations and is a permanent member of the Magnesium Committee of the Light Metals Division of the Metallurgical Society.

Ralph Carter, BSc. Engineering, resides in Arizona with over 40 years of experience in the development and operations of Ferrosilicon plants.  He was project manager and engineer for Alcoa at the Addy magnesium plant from 1989 – 2000 and responsible for evaluating, operating parameters, environmental controls and economic profitability.  His previous employer for 20 years was Hanna Mining Company in Riddle, Oregon where he was the operations manager of the Ferrosilicon plant responsible for all activities at the mine and smelter where high quality product was produced.

Gavin Treanor is an Aerospace Engineer and was a principal in a Chinese merchant banking firm for over ten years focused on global sourcing of current and strategic metals for Chinese clients.  He has been the lead on international financial structures and assisted companies in securing capital, developing assets and various merger and acquisition structures.

The Technical Advisory Committee members will be offered a stock option package and will be compensated for the time utilized by the Company.  Option packages are subject to regulatory approval and will be issued in accordance to the Company’s stock option plan.

About Tami–Mosi Magnesium Project

The Tami–Mosi magnesium project poses the ability to exploit its inferred magnesium resource for 30 years producing 30,000 tonnes per year within the United States, where protective tariffs are in place on imported magnesium metal.  The economics are based on a NI 43-101 resource estimate analysis on the project, completed by Wardrop Engineering (a Tetra Tech Company), which shows an inferred resource of 412 million tonnes with an average grade of 12.3% for a contained metal content of 111 billion pounds of magnesium using a 12% cut-off grade.

About Molycor Gold Corp:

Molycor is a diversified precious, speciality and base metal exploration and development company focusing on magnesium, molybdenum and gold exploration and development inNorth America.

On Behalf of Management

Edward Lee

President

Robert Brown has been added to the Board of Directors for the Company and brings with him over fifty years of industry experience in both ferrous and non-ferrous materials that includes twenty years in the technical management areas of light metal foundries and reduction
plants.  Mr. Brown has consulted to major international magnesium companies to assist in evaluation, planning, design, marketing and trouble shooting new operations.  He has held various positions throughout the many stages and departments of magnesium production and operations.

Mr. Brown is the publisher of “Magnesium Monthly Review” since 1971 and a contributing editor and columnist for “Light Metal Age” and “Australian Journal of Mining” with over twenty five publications.  He has served as Executive Secretary for the International Magnesium Association (IMA) and participated in world panels.

James Sever has been appointed to the Management Team as the Chief Operating Officer. He is president of Alpha Omega Engineering Inc. of Spokane, Washington with over thirty years’ experience in non-ferrous metals, chemical, industrial and operational management.  For nine years he was employed by Alcoa at their Northwest Alloys Inc. Magnesium plant located at Addy, Washington.  As Technical Operations Manager he was part of the senior management team.

Mr. Sever’s accomplishments include:

• Implementation of new technology on a plant wide basis;
• Participation in the start-up of a major alumina refinery as part of the technical management team;
• Attained record safety performance in every department managed;
• By focusing on simplifying process operation he was able to significantly reduce maintenance costs;
• Designed a proprietary seal for the electrical connection on a commercial vacuum furnace;
• Operating a world wide consultancy focused on safe effective reduction operation and development in the light metals industry.

During his tenure at Alcoa’s Northwest Alloys Mr. Sever:

• Stabilized process operations by revising the process control scheme and gaining consistency in key raw materials;
• Implemented a technical oversight team that captured and incorporated the practical knowledge base for the plant workers while maintaining continuity and consistency between shifts;
• Revised the management metric for each production department’s performance which eliminated interdepartmental rivalry;
• Applied “SIPOC” (a model based on Suppliers, Inputs, Process, Outputs and Customers) a tool used in a 6 sigma process control, Statistical Process Control and Evolutionary Operation analysis system to incrementally improve production operation.

These activities were enabled by increasing the power available to the reduction furnaces.  Together they culminated in production increasing more than two times without a major capital expansion of the plant.

Both these gentlemen bring with them decades of experience to Molycor, beneficial to the development of the Tami – Mosi Magnesium Project.

About Tami – Mosi Magnesium Project

The Tami –Mosi magnesium project poses the ability to exploit the inferred magnesium resource for 30 years producing 30,000 tonnes per year within the United States, where protective tariffs are in place on imported magnesium metal. The economics are based on a NI 43-101 resource
estimate analysis completed by Wardrop Engineering (a Tetra Tech Company) showing an inferred resource of 412 million tonnes with an average grade of 12.3% for a contained metal content of 111 billion pounds of magnesium using a 12% cut-off grade.

About Molycor Gold Corp:

Molycor is a diversified precious, speciality and base metal exploration and development company focusing on magnesium, molybdenum and gold exploration and development inNorth America.

On Behalf of Management

Edward Lee

President

This Paper is predicated on Section 26, “Opportunities” of the newly completed NI 43-101 Preliminary Economic Assessment Report (PEA) carried out by Wardrop (A Tetra Tech Company) September 15, 2011. The Paper is an expansion of these opportunities that quantify the possible impact on the profitability should any of the operation changes be proved viable. The Paper identifies three main areas which offer the best potential to incrementally decrease the operating cost.  These areas are operational changes that either increase productivity or decrease cost, energy cost savings through energy recovery and the elimination of waste disposal costs.  Additionally, the waste streams are potentially value added products which could be marketed and possibly increase the overall profitability as revenue for co-products.

Cost Savings

Three areas offer opportunity to reduce costs. They are listed in the following table.

Table 1 – Unit Production Cost Reduction Opportunities

A potential combination of alternative lower cost raw materials combined with maximization of productivity constitutes the potential operation improvement opportunities.

Since a new plant is to be constructed, it could be possible to make energy recovery a primary design criterion.  This could enable application of conventional and new technology mechanisms to recover energy normally lost from the process.

Every waste stream generated in the process has a disposal mechanism incorporated in the production cost as identified in the NI 43-101 report.  This was done to ensure the process would be economic if magnesium was the only product.  In actuality, all of the waste streams are commodities used as raw material in other operations and offer the potential to offset costs and/or generate additional revenue streams.

Potential Revenues

The potential areas of increased revenues reflect the direct sales of waste streams as co-products only and do not include the potential savings from any possible efficiency.

Table 2 – Additional Revenue Stream Opportunities Based on Seeking Possible Sales
of the Listed Waste Streams Which Result From the Projected Magnesium
Production in the NI 43-101 Preliminary Economic Assessment

It must be stressed that these are opportunities only and are not based on engineering studies which would have to be conducted by Molycor prior to any degree of certainty being ascribed to these opportunities which are being discussed herein and that these opportunities would need a costs benefit analysis to be carried out by the Company before implementation as well as the identification of any additional capital requirements.

Future Market Demands

With the US federal government establishing new CAFÉ (Corporate Average Fuel Economy) standards, the automotive manufacturers are initiating studies on ways to remove weight from their vehicles (cars and light trucks).   By 2025 the target will be 54.5 mpg.  To achieve this, a current vehicle’s weight must be reduced by 10 to 15%.  Since the typical vehicle weighs 3,625 pounds, 360 to 540 pounds must be removed.

To achieve this level of weight reduction and still maintain safety and comfort, lighter materials have to be substituted for heavier.  Mild steel, zinc and cast iron will be replaced with aluminum, magnesium, composites and/or carbon fiber. Magnesium offers substantial benefits in that it has twice the strength to weight of steel and 4.5 times lower mass than steel.  It also absorbs vibrations adding to the noise suppression in the vehicle.

Conceivably, with over 12 million vehicles produced annually in North America, to achieve just the minimum 300 pound weight reduction needed per vehicle by using magnesium as a substitution for steel, over 400,000 metric tons of magnesium would be required.

About Tami – Mosi Magnesium Project

The Tami –Mosi magnesium project poses the ability to exploit the inferred magnesium resource for 30 years producing 30,000 tonnes per year within the United States, where protective tariffs are in place on imported magnesium metal.  The economics are based on a NI 43-101 resource estimate analysis completed by Wardrop Engineering (a Tetra Tech Company) showing an inferred resource of 412 million tonnes with an average grade of 12.3% for a contained metal content of 111 billion pounds of magnesium using a 12% cut-off grade.

About Molycor Gold Corp:

Molycor is a diversified precious, specialty and base metal exploration and development company focusing on magnesium, molybdenum and gold exploration and development in North America.

This release has been reviewed by John W. Fisher, P. Eng., a qualified person pursuant to National Instrument 43-101.

On Behalf of Management

Edward Lee

President