Jubilee Gold Inc. receives final TSXV approval with respect to the
Amalgamation with Ansil Resources Ltd. and Micon Gold Inc.
TORONTO, Jan. 28, 2013 /CNW/ - JUBILEE GOLD INC. (the
"Corporation") (TSXV: JUB) announces that it has received final
approval from the TSX Venture Exchange ("TSXV") with respect to its
amalgamation (the "Amalgamation") with Ansil Resources Ltd.
("Ansil") and Micon Gold Inc. ("Micon") (collectively referred to
as the "Amalgamating Corporations") which was approved by the
shareholders of each of the Amalgamating Corporations on
December 31, 2012. The
Amalgamation was implemented on January 1,
2013 by the filing of Articles of Amalgamation. The common
shares of the resulting issuer Jubilee Gold Exploration Ltd.
("Jubilee Exploration") have been listed and posted for trading on
the TSXV under the trading symbol "JUB". With the final approval of
the TSXV, all conditions precedent contemplated by the agreement
relating to the Amalgamation among the Amalgamating Corporations
have been satisfied.
As a result of the Amalgamation, Jubilee
Exploration will have approximately 10,361,806 common shares issued
and outstanding on a fully diluted basis (subject to a fractional
rounding down) as no fractional shares of Jubilee Exploration will
be issued. The share exchange ratios for each Amalgamating
Corporation were approved as follows: (i) for every one
common share of the Corporation, shareholders will receive 0.212
Jubilee Exploration common shares (incorrectly stated as 0.221 in
the January 4, 2013 press release of
the Corporation), (ii) for every one common share of Ansil,
shareholders will receive 0.551 Jubilee Exploration common shares
and (iii) for every one common share of Micon, shareholders will
receive 1.035 Jubilee Exploration common shares. Jubilee
Exploration has sent letters of transmittal to shareholders of the
Amalgamating Corporations. Each shareholder of the Amalgamating
Corporations is encouraged to send in a completed letter of
transmittal to complete the share exchange.
For further information regarding the Amalgamation, please refer
to the detailed management information circular in respect of the
special meeting of shareholders of the Corporation which was mailed
to the shareholders and filed on SEDAR at www.sedar.com under the
Corporation's profile.
This release may contain forward-looking
statements which reflect the current views of the management of the
Corporation as to future events and operations. These
forward-looking statements are based on assumptions and external
factors, including assumptions relating to competitive market
conditions, financial data, and other risks or uncertainties
detailed from time to time in the filings made by the Amalgamating
Corporations with securities regulatory authorities. These
forward-looking statements represent the judgment of the board of
directors of the Corporation as of the date of this release and any
changes in the assumptions or external factors could produce
significantly different results.
Neither 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.
SOURCE JUBILEE GOLD INC.