Vista Gold Corp. Announces Interim Order and Mailing of Meeting Materials in Connection With Proposed Transaction
24 Oktober 2006 - 1:43AM
PR Newswire (US)
DENVER, Oct. 23 /PRNewswire-FirstCall/ -- Vista Gold Corp. (Amex:
VGZ; TSX) announced today that on October 17, 2006, the Corporation
obtained an interim order from the Supreme Court of the Yukon
Territory in connection with the holding of a meeting of
securityholders of the Corporation to approve matters related to
the previously announced transaction which, if completed, will
result in Vista transferring its existing Nevada properties into a
recently incorporated company, Allied Nevada Gold Corp. ("Allied
Nevada"), that will concurrently acquire the Nevada mineral assets
of Carl and Janet Pescio. The proposed transaction will be
considered by holders of shares, options and warrants of the
Corporation at the special meeting of the Corporation scheduled for
November 16, 2006 (previously scheduled for November 15, 2006). The
Information and Proxy Circular relating to the special meeting was
delivered to securityholders on October 20, 2006. A copy of the
materials delivered to securityholders is available on SEDAR at
http://www.sedar.com/ and on EDGAR at
http://www.sec.gov/edgar.shtml. Under the proposed transaction,
Vista's shareholders will exchange their existing common shares of
Vista and will receive new common shares of Vista and common shares
of Allied Nevada. Holders of options to acquire Vista common shares
will exchange their options for options to acquire new common
shares of Vista and options to acquire common shares of Allied
Nevada. Holders of warrants of Vista will have their warrants
adjusted in accordance with the terms of the warrants. Completion
of the transaction remains subject to a number of conditions,
including receipt of all required court, securityholder, regulatory
and third party approvals and other customary conditions. Subject
to receipt of the required approvals and conditions, the
transaction is expected to close in late November or in December,
2006. Vista Gold Corp., based in Littleton, Colorado, evaluates and
acquires gold projects with defined gold resources. Additional
exploration and technical studies are undertaken to maximize the
value of the projects for eventual development. The Corporation's
holdings include the Maverick Springs, Mountain View, Hasbrouck,
Three Hills, Wildcat projects, the F.W. Lewis, Inc. properties and
the Hycroft mine, all in Nevada, the Long Valley project in
California, the Yellow Pine project in Idaho, the Paredones
Amarillos and Guadalupe de los Reyes projects in Mexico, the
Amayapampa project in Bolivia, the Awak Mas project in Indonesia,
and the Mt. Todd project in Australia. Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the U.S. Securities Act of 1933 and U.S. Securities
Exchange Act of 1934. All statements, other than statements of
historical facts, included in this press release that address
activities, events or developments that Vista expects or
anticipates will or may occur in the future, including such things
as future business strategy, competitive strengths, goals,
expansion and growth of Vista's or Allied Nevada's businesses,
operations, plans and other such matters are forward-looking
statements. When used in this press release, the words "estimate,"
"plan," "anticipate," "expect," "intend," "believe" and similar
expressions are intended to identify forward-looking statements.
The statements made in this press release about the anticipated
impact the contemplated transaction described herein may have on
the operations of Vista or Allied Nevada, as well as the benefits
expected to result from the contemplated transaction, are
forward-looking statements. These statements involve known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of Vista and Allied
Nevada, including anticipated consequences of the contemplated
transaction described herein, to be materially different from any
future results, performance or achievements expressed or implied by
such forward-looking statements. Such factors include, among
others, risks that Vista's or Allied Nevada's acquisition,
exploration and property advancement efforts will not be
successful; risks relating to fluctuations in the price of gold;
the inherently hazardous nature of mining-related activities;
uncertainties concerning reserve and resource estimates; potential
effects on Vista's or Allied Nevada's operations of environmental
regulations in the countries in which they operate; risks due to
legal proceedings; uncertainty of being able to raise capital on
favorable terms or at all; and risks that may affect Vista's
ability to complete the contemplated transaction described herein
including risks that Vista may be unable to obtain required
securityholder, court or third party approvals; as well as those
factors discussed in Vista's latest Annual Report on Form 10-K and
Quarterly Report on Form 10-Q and other documents filed with the
U.S. Securities and Exchange Commission. Although Vista has
attempted to identify important factors that could cause actual
results to differ materially from those described in
forward-looking statements, there may be other factors that cause
results not to be as anticipated, estimated or intended. There can
be no assurance that such statements will prove to be accurate as
actual results and future events could differ materially from those
anticipated in such statements. Vista assumes no obligation to
publicly update any forward-looking statements, whether as a result
of new information, future events or otherwise. For further
information, please contact Gregory G. Marlier at (720) 981-1185,
or visit the Vista Gold Corp. website at http://www.vistagold.com/.
DATASOURCE: Vista Gold Corp. CONTACT: Gregory G. Marlier of Vista
Gold Corp., +1-720-981-1185 Web site: http://www.vistagold.com/
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