Trelawney Announces Expiry of Bid and Additional Tender of Augen Gold Corp. Shares
23 Settembre 2011 - 11:25PM
Marketwired
Trelawney Mining and Exploration Inc. ("Trelawney") (TSX VENTURE:
TRR) (FRANKFURT: RTW) announces that an additional 17,778,371
common shares of Augen Gold Corp. ("Augen Gold") (TSX VENTURE: GLD)
have been validly deposited to its offer to acquire all of the
issued and outstanding shares of Augen Gold (the "Offer"). These
additional common shares bring the total number of common shares of
Augen Gold ("Augen Gold Shares") deposited to the Offer to date to
154,692,361 or approximately 93% of the issued and outstanding
Augen Gold Shares. Trelawney will take up and pay for these
additional common shares deposited to the Offer no later than three
business days after being taken up. The Offer has now expired.
Given that more than 90% of the issued and outstanding Augen
Gold Shares have been deposited to the Offer, Trelawney will
exercise its rights under the compulsory acquisition provisions of
the Business Corporations Act (Ontario) to acquire all of the
outstanding Augen Gold Shares that it does not currently own. As
set out in its bid circular in connection with the Offer, Trelawney
will acquire the remaining Augen Gold Shares that it does not
currently own on the basis of 0.0862 of a common share of Trelawney
for each Augen Gold Share. A notice of compulsory acquisition will
be mailed promptly to all remaining holders of Augen Gold
Shares.
Upon completion of the compulsory acquisition, Trelawney will
take the necessary steps to delist Augen Gold Shares from the TSX
Venture Exchange and to have Augen Gold cease to be a reporting
issuer under Canadian securities laws.
Board of Directors of Augen Gold
In connection with the transaction, Lorne Woods and Robert
Lamoureux have resigned as directors and have been replaced by
individuals who are directors or officers of Trelawney. Augen
Gold's board of directors is now comprised of Greg Gibson, Tim
Peterson, Chris Irwin and Steve McIntyre.
U.S. Investors and Securityholders
In connection with the Offer, Trelawney has filed relevant
materials with the United States Securities and Exchange Commission
(the "SEC"), including one or more registration statements that
contain a prospectus. U.S. investors and U.S. securityholders are
urged to read these documents and any other relevant documents
filed by Trelawney with the SEC, as well as any amendments or
supplements to these documents because they contain important
information. U.S. Investors and U.S. securityholders may obtain
these documents free of charge at the SEC's website at www.sec.gov.
In addition, the documents filed with the SEC by Trelawney can be
obtained free of charge by directing such request to Trelawney's
Information Agent, Laurel Hill Advisory Group or at Trelawney's
website at www.trelawneymining.com. U.S. investors and U.S.
securityholders are urged to read the prospectus and the other
relevant materials before making any investment decision with
respect to the Offer.
About Trelawney
Trelawney is a Canadian junior mining and exploration company
with a focus on Archean gold deposits. The Company's current focus
is directed towards the continued exploration and development of
the Cote Lake Deposit, located in Chester Township 20 kilometres
southwest of Gogama, Ontario.
About Augen Gold
Augen Gold is a gold exploration company with 23,685 hectares of
staked and patented mining claims in the Southern Swayze Greenstone
Belt, including the formerly producing Jerome Gold Mine. The claims
cover a 45-kilometre long section of the Ridout Deformation Zone,
believed to be the western extension of the Kirkland Lake/Larder
Lake Break. The geological setting is comparable to the major gold
camps of Timmins and Kirkland Lake, and the claims contain numerous
gold showings that have received very little historical
exploration.
This press release contains only summary information about the
Offer and does not constitute an offer to purchase any securities.
Complete information about the Offer is available by referring to
the offer to purchase and take-over bid circular filed with
Canadian securities regulators. Certain statements contained in
this press release concerning Trelawney's objectives, goals,
strategies, intentions, plans, beliefs, expectations and estimates
are forward-looking statements. The words "believe", "expect",
"intend", "may", "anticipate", "will", "would" and similar
expressions and the negative of such expressions are intended to
identify forward-looking statements, although not all
forward-looking statements contain these identifying words. These
forward-looking statements are not based on historical facts, but
rather on current expectations, assumptions and projections about
future events. While Trelawney considers these factors and
assumptions to be reasonable based on information currently
available, they may be proven to be incorrect. Known and unknown
factors could cause actual results to differ materially from those
projected in the forward-looking statements. Such factors include,
but are not limited to general economic conditions; dependence on
key personnel; and variations in required capital expenditures.
Given these uncertainties, readers are cautioned not to place undue
reliance on such forward-looking statements.
Neither the 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.
Contacts: Media: Longview Communications Inc. David Ryan
416-649-8007 Longview Communications Inc. Joel Shaffer 416-649-8006
Augen Shareholders: Laurel Hill Advisory Group 1-877-452-7184 or
416-304-0211 (collect) assistance@laurelhill.com
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