Canaco Shareholders Approve Spin-Out of Tigray Resources Inc.
June 24 2011 - 4:04PM
Marketwired
Canaco Resources Inc. (TSX VENTURE: CAN) ("Canaco" or the
"Company") is pleased to announce it received shareholder approval
for the spin-out of Tigray Resources Inc. ("Tigray") at a special
meeting of shareholders held today in Vancouver. The transaction
will include the transfer of Canaco's 70% interest in Harvest
Mining PLC, which owns the Harvest VMS Project in Ethiopia, to
Tigray, along with $4 million, which represents 18 months' working
capital and sufficient funds to conduct the recommended first phase
drill program.
The spin-out will be completed by way of plan of arrangement,
whereby Canaco shareholders will be entitled to receive one common
share of Tigray for every five common shares of Canaco held as of
the effective date of the transaction, expected to be July 4, 2011.
The spin-out transaction remains subject to final court approval,
expected to be obtained on June 27, 2011, and final acceptance from
the TSX Venture Exchange. Tigray has applied for a listing of its
common shares on the TSX Venture Exchange which remains subject to
fulfilling all of the listing conditions.
The Harvest Project is located in the southern extension of the
Arabian-Nubian Shield tectonic assemblage that stretches southward
from Eritrea. This belt of rocks hosts a number of significant VMS
mineral systems including Bisha and the deposits of the Asmara
district (including Emba Derho, Debarwa, and Adi Nefas). The
Harvest area is interpreted to lie within the prospective southern
extension of the tectonostratigraphic belt hosting the Asmara
deposits. These deposits characteristically comprise copper and
zinc-bearing sulfide VMS mineralization that also contains
significant gold and silver. The results of surficial sampling, as
well as trench and diamond drill exploration, demonstrate that the
geologic features and surficial metal enrichment at the Harvest
Project exhibit similar characteristics to those of the VMS mineral
systems such as Bisha identified in Eritrea.
On completion of the spin-out, Tigray's initial mandate at the
Harvest Project will be to complete geological, geochemical and
geophysical profiling to establish targets for continued drill
testing. An 11,000-metre first phase diamond drill program is
planned for 2011, with an additional 3,000 metres follow-up
drilling.
It is currently expected that the transaction will be exempt
from the registration requirements of the U.S. Securities Act of
1993, as amended(the "U.S. Securities Act"), pursuant to the
exemption afforded by section 3(a)(10) from registration under the
U.S. Securities Act.
The securities offered have not been, and will not be,
registered under the U.S. Securities Act of 1933, as amended (the
"U.S. Securities Act") or any U.S. state securities laws, and may
not be offered or sold in the United States or to, or for the
account or benefit of, United States persons absent registration or
any applicable exemption from the registration requirements of the
U.S. Securities Act and applicable U.S. state securities laws. This
press release shall not constitute an offer to sell or the
solicitation of an offer to buy securities in the United States,
nor shall there be any sale of these securities in any jurisdiction
in which such offer, solicitation or sale would be unlawful.
About Canaco
Canaco is a Vancouver-based mineral exploration company focused
on advanced exploration in Africa. Built on a foundation of
experienced management and focused on rapidly advancing exploration
projects in Tanzania, Canaco believes it is well positioned to
build shareholder value through discovery and resource
development.
Canaco's shares trade on the TSX Venture Exchange under the
symbol CAN.
On behalf of the Board of Directors:
Andrew Lee Smith, P.Geo., President, CEO and Director
Cautionary Statement Regarding Forward-Looking Information
This news release contains "forward-looking information" within
the meaning of applicable Canadian securities legislation.
Generally, forward-looking information can be identified by the use
of forward-looking terminology such as "anticipate", "believe",
"plan", "expect", "intend", "estimate", "forecast", "project",
"budget", "schedule", "may", "will", "could", "might", "should" or
variations of such words or similar words or expressions.
Forward-looking information is based on reasonable assumptions that
have been made by the Company as at the date of such information
and is subject to known and unknown risks, uncertainties and other
factors that may cause the actual results, level of activity,
performance or achievements of the Company to be materially
different from those expressed or implied by such forward-looking
information, including but not limited to: risks associated with
mineral exploration and development; metal and mineral prices;
availability of capital; accuracy of the Company's projections and
estimates; interest and exchange rates; competition; stock price
fluctuations; availability of drilling equipment and access; actual
results of current exploration activities; government regulation;
political or economic developments; environmental risks; insurance
risks; capital expenditures; operating or technical difficulties in
connection with development activities; personnel relations; the
speculative nature of strategic metal exploration and development
including the risks of diminishing quantities of grades of
reserves; contests over title to properties; and changes in project
parameters as plans continue to be refined, as well as those risk
factors set out in the Company's annual information form for the
financial year ended June 30, 2010, the Company's short form
prospectus dated March 15, 2011 and the Company's management
information circular dated May 10, 2011.
Forward-looking statements are based on assumptions management
believes to be reasonable, including but not limited to the price
of gold; the demand for gold; the ability to carry on exploration
and development activities; the timely receipt of any required
approvals; the ability to obtain qualified personnel, equipment and
services in a timely and cost-efficient manner; the ability to
operate in a safe, efficient and effective manner; and the
regulatory framework regarding environmental matters, and such
other assumptions and factors as set out herein. Although the
Company has attempted to identify important factors that could
cause actual results to differ materially from those contained in
forward-looking information, there may be other factors that cause
results not to be as anticipated, estimated or intended. There can
be no assurance that such information will prove to be accurate, as
actual results and future events could differ materially from those
anticipated in such information. Accordingly, readers should not
place undue reliance on forward-looking information. The Company
does not undertake to update any forward-looking information that
is included herein, except in accordance with applicable securities
laws.
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 news release.
Contacts: Canaco Resources Inc. Meghan Brown Director Investor
Relations 604-488-2557 mbrown@canaco.ca www.canaco.ca
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