SG Spirit to Seek Approval of Proposed Share Consolidation
19 Oktober 2012 - 11:00PM
Marketwired Canada
SG Spirit Gold Inc. (TSX VENTURE:SG) ("SG Spirit") announces that in connection
with its annual general and special meeting of shareholders on November 15, 2012
(the "Meeting"), it will seek shareholder approval for a proposed consolidation
of its issued and outstanding common shares (the "Common Shares").
SG Spirit will be seeking shareholder approval to authorize, ratify and approve
the implementation by SG Spirit's Board of Directors of a consolidation of all
of its Common Shares on a ratio of two and one half (2.5) pre-consolidation
Common Shares for every one (1) post-consolidation Common Share (the
"Consolidation"). The Company currently has 23,771,426 Common Shares, options to
acquire 1,179,000 Common Shares, and warrants to acquire 19,906,906 Common
Shares, issued and outstanding. After giving effect to the proposed
Consolidation there will be 9,508,570 Common Shares, options to acquire 471,600
Common Shares, and warrants to acquire 7,962,762 Common Shares, issued and
outstanding.
The Consolidation is being proposed in order to allow SG Spirit greater
flexibility in future corporate activities. SG Spirit reserves the option of not
proceeding with the proposed Consolidation.
The proposed Consolidation is subject to shareholder approval and supporting
documentation being accepted for filing by the TSX Venture Exchange. There is no
change in SG Spirit's name proposed in conjunction with the proposed
Consolidation.
About SG Spirit Gold:
SG Spirit Gold is a Vancouver based resource company in the business of
acquiring and advancing Canadian mineral properties prospective for precious
metals and base metals. The Company's management team and Board have extensive
experience and success in the resource industry.
ON BEHALF OF THE SG BOARD
Adrian Bray, President & CEO
Information set forth in this news release may involve forward-looking
statements under applicable securities laws. Forward-looking statements are
statements that relate to future, not past, events. In this context,
forward-looking statements often address expected future business and financial
performance, and often contain words such as "anticipate", "believe", "plan",
"estimate", "expect", and "intend", statements that an action or event "may",
"might", "could", "should", or "will" be taken or occur, or other similar
expressions. Forward-looking statements in this document include statements
about the exploration of SG Spirit's properties and the completion of the
Consolidation. By their nature, forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause our actual
results, performance or achievements, or other future events, to be materially
different from any future results, performance or achievements expressed or
implied by such forward-looking statements. Such factors include, among others,
the following risks: the need for additional financing; operational risks
associated with mineral exploration; fluctuations in commodity prices; title
matters; environmental liability claims and insurance; reliance on key
personnel; the potential for conflicts of interest among certain officers,
directors or promoters with certain other projects and the additional risks
identified in the management discussion and analysis section of our interim and
most recent annual financial statement or other reports and filings with the TSX
Venture Exchange and applicable Canadian securities regulators. Forward-looking
statements are made based on management's beliefs, estimates and opinions on the
date that statements are made and SG Spirit undertakes no obligation to update
forward-looking statements if these beliefs, estimates and opinions or other
circumstances should change, except as required by applicable securities laws.
Investors are cautioned against attributing undue certainty to forward-looking
statements.
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