Argonaut Gold Inc. Announces Commencement of Compulsory Acquisition Process
26 Januar 2010 - 6:01PM
Marketwired
Argonaut Gold Inc. (the "Offeror"), a wholly-owned subsidiary of
Argonaut Gold Ltd. (TSX: AR), is pleased to announce that on
January 19, 2010 it commenced the compulsory acquisition process
under the Canada Business Corporations Act (the "Act"), to acquire
the remaining issued and outstanding common shares of Castle Gold
Corporation ("Castle") (TSX VENTURE: CSG) not acquired pursuant to
the Offeror's take-over bid dated November 23, 2009 to acquire all
of the issued and outstanding common shares Castle (the "Offer").
On December 30, 2009, the expiry date of the Offer, the Offeror
took up and paid for approximately 78 million common shares of
Castle, representing over 91% of the common shares of Castle.
Pursuant to the compulsory acquisition provisions of the Act, the
Offeror now intends to acquire all of the remaining outstanding
shares of Castle for the same price and on the same terms contained
in the Offer.
Under the provisions of the Act, remaining shareholders of
Castle are entitled to receive the same consideration per share
paid under the Offer, being Cdn.$1.29 in cash per share. Upon
payment by the Offeror to Castle of the full amount payable in
respect of the remaining outstanding shares, Castle must register
the Offeror as the holder of all of the remaining shares of Castle
and shareholders will no longer hold any shares. The Offeror
intends to make payment to Castle, and hence become the holder of
all remaining outstanding shares, on or about February 9, 2010. As
soon as reasonably practicable thereafter, it is expected that
Castle's common shares will be de-listed from the TSX Venture
Exchange and Castle will apply to cease to be a reporting issuer in
Canada.
On January 20, 2010, the Offeror mailed a notice of compulsory
acquisition and letter of transmittal to each of the remaining
shareholders of Castle. The notice sets out certain rights of
remaining shareholders to receive payment for their common shares.
In order to receive prompt payment for their shares, shareholders
are encouraged to complete and deliver the transmittal, along with
the certificates representing their common shares, in accordance
with the instructions set out in the letter of transmittal. Copies
of the notice of compulsory acquisition and transmittal are
available on SEDAR at www.sedar.com Shareholders are urged to read
these materials carefully, as they describe certain legal rights
and obligations enjoyed by or imposed upon the Offeror, Castle and
remaining shareholders of Castle.
Cautionary Note Regarding Forward-looking Statements
This news release contains forward-looking statements that
involve risks and uncertainties that could cause results to differ
materially from management's current expectations. Actual results
may differ materially due to a number of factors. Except as
required by law, Argonaut Gold Inc. assumes no obligation to update
the forward-looking information contained in this news release.
Contacts: Argonaut Gold Ltd. Nichole Cowles Investor Relations
Manager 775-284-4422 ext. 101
nichole.cowles@argonautgoldinc.com
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