Novadx and Sandstorm Acquire Additional Rex Coal and Related Assets in Tennessee

Novadx and Sandstorm Acquire Additional Rex Coal and Related Assets in 
Tennessee 
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED 
STATES/ 


    --  Maximizes productivity and future expansion through second mine
        entry on Rex coal.
    --  Potential to significantly increase reserves, resources and
        mine life.
    --  Facilitates a quicker start-up of mining operations at Rex No.
        1 mine.

Trading Symbol: NDX - TSX-V

VANCOUVER, Jan. 2, 2013 /CNW/ - Novadx Ventures Corp. ("Novadx" or the 
"Company") (TSX-V: NDX) and Sandstorm Metals & Energy Ltd. ("Sandstorm") 
announce completion of the acquisition (previously announced on October 16, 
2012) of Mine 12, the Turley Rail Load-Out, and the Smokey Junction 
Preparation Plant (the "Acquisition") located in Campbell and Scott Counties, 
Tennessee (the "Tennessee Properties"). The Tennessee Properties were 
acquired from Premium Coal Company National Coal, LLC and Jacksboro Coal 
Company, LLC for an aggregate purchase price of US$8.5 million (the "Purchase 
Price").

The Acquisition was completed through a newly incorporated company ("US Inc.") 
owned by Sandstorm. Novadx will have full control over management and 
operation of US Inc. and, subject to Novadx completing financings for 
minimum aggregate proceeds of not less than $10,000,000, Novadx will have a 
one-year option (the "Option Period") to acquire Sandstorm's interest in US 
Inc. at cost. Novadx will be responsible for the costs of any operations until 
the expiry of the Option Period. The Purchase Price was paid through a cash 
payment of US$3,000,000 contributed by Sandstorm, US$2,000,000 paid through 
the issuance of 4,377,675 common shares of Sandstorm and a 5 year secured loan 
from National Coal LLC. to US Inc. in the amount of US$3,500,000 (the "Loan"). 
The Loan is secured by a first lien and security interest in the Smokey 
Junction Preparation Plant, payable in annual installments of US $700,000 in 
principal plus accrued interest at the Prime Rate quoted in the Wall Street 
Journal. US Inc. may pay the outstanding principal balance plus accrued 
interest at any time prior to maturity without penalty. Sandstorm has the 
option to pay the outstanding principal balance plus accrued interest at any 
time through the issuance of Sandstorm common shares at the 10 day trading 
average prior to Sandstorm making such election. Novadx has otherwise agreed 
to fund the repayment of the Loan and in doing so will earn up to a 41.2% 
ownership interest in US Inc. based on its and Sandstorm's relative 
contribution to the Purchase Price. By exercising the Option and repaying 
the Loan, Novadx would gain a 100% interest in the Tennessee Properties.

Mine 12 is contiguous with Novadx's existing Rex coal reserves and will 
provide a second mine entry into the high quality coal seam and potentially 
add to the reserves and resources and extend the mine life. In addition, the 
Smokey Junction Preparation Plant should facilitate a more rapid start-up of 
mining operations at the Rex No. 1 mine and the Turley Rail Load-Out facility 
brings improved market access, both domestic and export. The acquisition of 
the Tennessee Properties significantly improves Novadx's asset package and 
marketability and puts Novadx in a more favorable position to complete the 
special warrant financing previously announced on September 21, 2012 and 
October 12, 2012. The US$3,000,000 cash commitment from Sandstorm towards the 
Purchase Price forms part of Sandstorm's previously announced commitment to 
subscribe for up to $5,000,000 under the Novadx special warrant financing.

Novadx CEO, Mr. Daniel Roling commented, "With completion of this acquisition, 
the Company now has the complete suite of assets needed to produce, prepare, 
and ship coal at its Tennessee operations. Not only does this improve our 
access to Rex coal, it should ultimately increase our reserve and resource 
position in this highly sought after coal. " Mr. Roling continued "Our 
immediate objective continues to be completion of the announced equity raise, 
proceeds of which will be used to bring the Tennessee assets into 
production. There is much to do to bring these facilities on line; however, 
we believe that objective is achievable within three to six months. It is 
our objective to be producing and shipping coal to customers six months after 
completion of our announced equity raise."

Addressing the Company's objective Mr. Roling went on to say that a number of 
productive meetings with potential investors had been held, and said 
additional meetings are being scheduled. "It is my view that we have come a 
very long way in a very short period of time, and success is within our 
reach. With the holiday season now over, the Company is continuing its 
efforts to complete the previously announced Special Warrant Financing."

About Novadx: Novadx Ventures Corp. is a Vancouver based mining investment 
company. Through its wholly owned subsidiary, Novadx's primary focus is to 
invest its capital to acquire and develop companies with active or near 
production high quality coal reserves in the US Appalachia coal region. Novadx 
intends to continue to grow the value of its coal investments through 
expanding production and reserves amongst its existing investments and by 
investing in additional acquisitions. Novadx is actively evaluating a number 
of high quality coal acquisition opportunities. For more information please 
visit www.novadx.com.

About MCoal: MCoal Corporation is a wholly-owned subsidiary of Novadx Ventures 
Corp. which operates the Rosa coal mine in Blount County, Alabama and is 
developing the Rex No.1 coal mine in Campbell County, Tennessee.

ON BEHALF OF THE BOARD
Daniel A. Roling
President, CEO and Director

Neither 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 The TSX Venture 
Exchange has in no way passed upon the merits of the proposed transaction and 
has neither approved nor disapproved the contents of this press release. This 
press release shall not constitute an offer to sell or the solicitation of an 
offer to buy, nor shall there be any sale of these securities in any 
jurisdiction in which such offer, solicitation or sale would be unlawful prior 
to the qualification under the securities laws of such jurisdiction.

This release contains "forward-looking information" that includes information 
relating to future events and future financial and operating performance, 
including management's assessment of Novadx's and MCoal's future outlook, 
potential financings, potential acquisitions, properties, permitting and 
mining activities and production. Specifically, this release contains 
forward-looking information related to future development of assets, mining 
operations, permitting and regulatory approvals, and potential financings. 
Statements included in this announcement, including statements concerning our 
plans, intentions and expectations, which are not historical in nature are 
intended to be, and are hereby identified as, "forward-looking statements" for 
purposes of the safe harbor provided by Section 21E of the Securities Exchange 
Act of 1934, as amended by the Private Securities Litigation Reform Act of 
1995. Forward-looking statements may be identified by words including 
"anticipates", "believes", "intends", "estimates", "expects" and similar 
expressions. Forward-looking information should not be read as a guarantee of 
future performance or results and will not necessarily be accurate indications 
of the times at, or by which, that performance or those results will be 
achieved. Forward-looking information is based on information available at the 
time it is made and/or management's good faith belief as of that time with 
respect to future events, and such information is subject to risks and 
uncertainties that could cause actual performance or results to differ 
materially from those expressed in or suggested by the forward-looking 
information. Important factors that could cause these differences include but 
are not limited to: requisite regulatory and shareholder approvals, actual or 
expected sampling or production results, pricing and assumptions, projections 
concerning reserves and/ or resources in our mining operations; changes in 
contracted sales, the business of the Company may suffer as a result of 
uncertainty surrounding the coal market; the Company may be adversely affected 
by other economic, business, and/or competitive factors; the worldwide demand 
for coal; the price of coal; the price of alternative fuel sources; the supply 
of coal and other competitive factors; the costs to mine and transport coal; 
the ability to maintain existing mining leases and rights and the ability 
obtain new mining leases, rights and permits; governmental and regulatory 
approvals, the costs of reclamation of previously mined properties; the risks 
of expanding coal mining activities and production; the ability to bring new 
mines on line on schedule; industry competition; the Company's ability to 
continue to execute its growth strategies; the Company's ability to secure and 
complete additional financing and debt restructuring; the Company's ability to 
complete planned acquisitions; and general economic conditions. You should not 
put undue reliance on any forward-looking information. We assume no obligation 
to update forward-looking information to reflect actual results, changes in 
assumptions or changes in other factors affecting forward looking information, 
except to the extent required by applicable securities laws. If we do update 
one or more forward-looking information, no inference should be drawn that we 
will make additional updates with respect to those or other forward-looking 
information. The company cautions readers that forward-looking statements, 
including without limitation those relating to the company's future operations 
and business prospects, are subject to certain risks and uncertainties that 
could cause actual results to differ materially from those indicated in the 
forward-looking statements.

For more information about Novadx Ventures Corp. please contact:

Kin Communications Inc. 604 684 6730 | 1 866 684 6730 ir@kincommunications.com

Daniel Roling 604 633-2776 ext 27 droling@novadx.com

SOURCE: Novadx Ventures Corp.

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CO: Novadx Ventures Corp.
ST: British Columbia
NI: MNG MNA 

-0- Jan/02/2013 13:00 GMT


 
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