Everton Settles with Focus Graphite Inc. and Provides Update on Transaction with Brigus Gold Corp.
April 30 2013 - 7:30AM
Marketwired Canada
Everton Resources Inc. ("Everton" or the "Company") (TSX
VENTURE:EVR)(FRANKFURT:ERV)(OTCQX:EVRRF) is pleased to announce that it has
settled the previously announced legal claim (see news release dated November
30, 2012) relating to a transaction in which Everton sold certain mining claims
in the Labrador Trough in 2009 and 2010 to Focus Graphite Inc. ("Focus").
Everton also announces that it has entered into an agreement to sell the 3.3
million common shares of Focus that are being released pursuant to the May 2010
escrow agreement entered into among Focus, Everton and certain other persons in
connection with the listing of Focus' common shares on the TSX Venture Exchange,
to a third party for gross proceeds to Everton of $900,000. Everton completed
the first closing of the transaction by selling 900,000 common shares of Focus
for gross proceeds of $600,000.
Everton is scheduled to receive the balance of its common shares of Focus on or
about May 27, 2013, at which time the second and final closing of the
transaction is expected to occur, resulting in gross proceeds to Everton of
$300,000.
The Company intends to use the proceeds from the sale of the Focus common shares
for working capital and general corporate purposes.
Update on transaction with Brigus Gold Corp.
On October 23, 2012, Everton announced that it had exercised the option to
acquire Brigus Gold Corp.'s ("Brigus") remaining interest in the Ampliacion
Pueblo Viejo, La Cueva and Ponton concessions located in the Dominican Republic
(the "Concessions") by issuing 15,000,000 common shares of the Company to Brigus
Gold ULC, a wholly-owned subsidiary of Brigus. The Company also announced its
intention to complete the transaction by acquiring all of the issued and
outstanding shares of Linear Gold Caribe S.A., a wholly-owned subsidiary of
Brigus, and registered holder of the Concessions. As the La Cueva and La Lechoza
concessions are presently in the renewal process with mining authorities in the
Dominican Republic, the parties are waiting to obtain confirmation that the
Concessions have been renewed before proceeding with the closing of the
transaction. The parties are confident that the renewal process will be
completed shortly and the Company will thereafter issue a news release to
announce the closing of the transaction and provide additional details thereon.
Adoption of Advance Notice Provision
The board of directors of Everton has adopted By-Law 2013-1 which includes a
provision that requires advance notice to the Company in circumstances where
nominations of persons for election to the Board are made by shareholders of the
Company other than pursuant to (i) a requisition to call a shareholders meeting
made pursuant to the provisions of the Business Corporations Act (Quebec) (the
"QBCA"), or (ii) a shareholder proposal made pursuant to the provisions of the
QBCA (the "Advance Notice Provision").
Among other things, the Advance Notice Provision fixes a deadline by which
holders of record of common shares of the Company must submit director
nominations to the Company prior to any annual or special meeting of
shareholders and sets forth the information that a shareholder must include in
the notice to the Company for the notice to be in proper written form.
In the case of an annual meeting of shareholders, notice to the Company must be
made not less than 30 nor more than 65 days prior to the date of the annual
meeting; provided, however, that in the event that the annual meeting is to be
held on a date that is less than 40 days after the date on which the first
public announcement of the date of the annual meeting was made, notice may be
made not later than the close of business on the 10th day following such public
announcement.
In the case of a special meeting of shareholders (which is not also an annual
meeting), notice to the Company must be made not later than the close of
business on the 15th day following the day on which the first public
announcement of the date of the special meeting was made.
The Advance Notice Provision provides a clear process for shareholders to follow
to nominate directors and sets out a reasonable time frame for nominee
submissions along with a requirement for accompanying information. The purpose
of the Advance Notice Provision is to treat all shareholders fairly by ensuring
that all shareholders, including those participating in a meeting by proxy
rather than in person, receive adequate notice of the nominations to be
considered at a meeting and can thereby exercise their voting rights in an
informed manner. In addition, the Advance Notice Provision should assist in
facilitating an orderly and efficient meeting process.
By-law 2013-1 will be placed before shareholders at the annual and special
meeting of shareholders of the Company scheduled for May 27th, 2013. A copy of
the By-law has been filed under the Company's profile at wwww.sedar.com
About Everton Resources Inc.
Everton is actively exploring in the Dominican Republic adjacent to the Pueblo
Viejo Mine, owned by the world's two largest gold mining companies, Barrick Gold
Company (60%) in partnership with Goldcorp Inc. (40%) ("Goldcorp"). Everton also
holds an interest in the Opinaca region of James Bay, Quebec where the Company
has partnered with Aurizon Mines Ltd. which is advancing Everton's interest by
funding 100% of all exploration work on one of the largest land packages
adjacent to Goldcorp's Eleonore gold deposit.
For further information on Everton Resources Inc. please visit
www.evertonresources.com.
This news release contains certain forward-looking statements that involve risks
and uncertainties, such as statements of Everton's plans, objectives,
strategies, expectations and intentions. The words "may", "would", "could",
"will", "intend", "plan", "anticipate", "believe", "estimate", "expect" and
similar expressions, as they relate to Everton, or its management, are intended
to identify such forward-looking statements. Many factors could cause Everton's
actual results, performance or achievements to be materially different any
future results, performance or achievements that may be expressed or implied by
such forward-looking statements. The forward-looking statements included in this
press release represent Everton's views as of the date of the release. While
Everton anticipates that subsequent events and developments may cause its views
to change, it specifically disclaims any obligation to update these
forward-looking statements, except in accordance with applicable securities
laws. Accordingly, readers are advised not to place undue reliance on
forward-looking information. All subsequent written and oral forward-looking
statements attributable to Everton or persons acting on its behalf are expressly
qualified in their entirety by this notice.
FOR FURTHER INFORMATION PLEASE CONTACT:
Andre Audet
Chairman and CEO
andre@evertonresources.com
613-241-2332
613-834-8166 (FAX)
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