CDR Minerals Inc. and Amalfi Capital Corp. Announce Financing and Consequential Amendments to Terms of Amalgamation

CDR Minerals Inc. ("CDR") and Amalfi Capital Corp. ("Amalfi") (TSX
VENTURE:ALI.P) announced today that CDR intends to raise up to $15,000,000 in a
private placement of units (the "Units") at a price of $0.40 per Unit (the
"Private Placement"). Each Unit is comprised of one common share of CDR and one
common share purchase warrant ("Warrant"). Each whole Warrant will entitle the
holder to purchase one common share of CDR at a price of $0.50 for a five year
period from closing of the Private Placement.


CDR has engaged Northern Securities Inc. ("Northern Securities") as lead agent
to raise up to $8,000,000 on a best efforts basis with Northern Financial
Corporation providing a firm commitment for an additional $7,000,000 of the
Private Placement, for aggregate gross proceeds of up to $15,000,000, subject to
certain conditions including the completion of satisfactory due diligence.
Pursuant to the terms of the firm commitment, Northern Financial Corporation has
agreed to acquire that amount of Units as is necessary to ensure the minimum
financing is at least $7,000,000 and to the extent that orders are received for
at least $7,000,000, Northern Financial Corporation shall have no obligation to
purchase any Units.


The terms of this Private Placement replace the terms of the brokered private
placement previously announced by Amalfi on January 6, 2010.


The Private Placement is being conducted in connection with the previously
announced amalgamation between Amalfi and CDR, pursuant to which a wholly-owned
subsidiary of Amalfi ("Amalfi Subco") will amalgamate (the "Business
Combination") with CDR and continue as one company (the "Resulting Issuer")
under the Business Corporations Act (Ontario). The closing of the Private
Placement is conditional on the completion of the Business Combination and is
expected to close on or about May 28, 2010. CDR intends to use the gross
proceeds of the Private Placement to fund its current coal projects in the
Central Appalachian Basin in the United States, for future acquisitions, the
repayment of debt and for general working capital purposes.


In connection with the Private Placement, Northern Securities received an
engagement fee of $20,000 and will be issued 125,000 common shares of CDR at a
deemed price of $0.40 per share. On closing, Northern Securities will receive a
commission of 8% of the aggregate gross proceeds of the Private Placement and
will be issued broker warrants equal to 10% of the number of Units sold pursuant
to the Private Placement. Each broker warrant is exercisable into one Unit at
the Unit issue price at any time prior to the date that is 60 months from
closing. On closing, Northern will be paid an engagement fee of $25,000 pursuant
to a separate engagement to advise CDR in connection with the proposed
disposition of its Quebec properties.


CDR and Amalfi also announced today that they (together with Amalfi Subco)
agreed to make certain amendments (the "Consequential Amendments") to the terms
of the amalgamation agreement in respect of the Business Combination, as a
result of the Private Placement. In accordance with the Consequential Amendments
and in connection with the Business Combination, Amalfi will now consolidate its
shares on the basis of one new Amalfi common share ("Amalfi Share") for every
three Amalfi Shares (instead of on the basis of one new Amalfi Share for every
three and a half Amalfi Shares). As a result, shareholders of Amalfi will
receive an aggregate of 3,866,666 common shares (instead of 3,314,285) of the
Resulting Issuer after the completion of the consolidation and the Business
Combination. In addition, each holder of an Amalfi Share will now receive
0.4285714 of a Resulting Issuer new warrant for each Amalfi Share held (instead
of 0.5 of a Resulting Issuer new warrant for each Amalfi Share held). All other
terms of the Business Combination are expected to remain the same. 


The revised terms of the Business Combination and the Private Placement, as
described herein, supersede and replace, as applicable, the description of the
Business Combination and the related private placement set out in the
Corporation's Filing Statement dated March 29, 2010, which is available on
SEDAR. The Corporation intends to work with CDR to complete the Business
Combination and Private Placement and will continue to make any additional
disclosure related to these transactions as may be required. The Amalfi Shares
will be halted for trading pending the release of such additional information.


As previously announced, the Business Combination, if completed, is expected to
constitute Amalfi's qualifying transaction for the purposes of Policy 2.4 (the
"Policy") of the TSX Venture Exchange Inc. ("TSX Venture"). The completion of
the Private Placement and the Business Combination are subject to several
conditions including, but not limited to, the receipt of all applicable
regulatory approvals, including the approval of the TSX Venture. 


About CDR 

CDR is a privately held coal exploration and production company, incorporated
pursuant to the Business Corporations Act (Ontario), headquartered in Toronto,
Ontario, Canada with a regional office in Hazard, Kentucky, U.S.A. CDR is
concentrating its efforts on developing producing surface coal mining operations
in the Central Appalachian coal producing region of the United States, which
includes parts of West Virginia, Virginia, Kentucky, Ohio, and Tennessee. 


The completion of the Private Placement and the Business Combination are subject
to a number of conditions, including but not limited to, TSX Venture acceptance.
There can be no assurance that the Private Placement or the Business Combination
will be completed as proposed or at all.


Investors are cautioned that any information released or received with respect
to the Private Placement or the Business Combination may not be accurate or
complete and should not be relied upon. Trading in the securities of the
Corporation should be considered highly speculative. 


Except for historical information contained herein, this news release contains
forward-looking statements that involve risks and uncertainties. Actual results
may differ materially. Neither Amalfi nor CDR will update these forward-looking
statements to reflect events or circumstances after the date hereof. More
detailed information about potential factors that could affect financial results
is included in the documents filed from time to time with the Canadian
securities regulatory authorities by Amalfi and CDR. 


The securities of Amalfi being offered have not been, nor will be, registered
under the United States Securities Act of 1933, as amended, and may not be
offered or sold within the United States or to, or for the account or benefit
of, U.S. persons absent U.S. registration or an applicable exemption from U.S.
registration requirements. This release does not constitute an offer for sale of
securities in the United States.