Kodiak and Golden Goose Close Business Combination
December 16 2010 - 3:00PM
Marketwired
Kodiak Exploration Limited (TSX VENTURE: KXL)(FRANKFURT: KX3)
("Kodiak") and Golden Goose Resources Inc. (TSX VENTURE: GGR)
("Golden Goose") are pleased to announce that, further to their
joint news releases dated August 31, 2010 and December 13, 2010,
the business combination between the companies by way of a
statutory plan of arrangement pursuant to the provisions of the
Companies Act of Quebec (the "Arrangement") was approved by the
Superior Court of Quebec on December 14, 2010 and closed effective
at 12:01 am (Montreal time) earlier today.
Pursuant to the Arrangement, Golden Goose shareholders will
(subject to the provisions for Small Lot Holders set out below)
receive 1.2 Kodiak shares and one quarter of one non-transferable
Kodiak warrant for each Golden Goose share surrendered, where each
whole warrant entitles its holder to purchase one Kodiak share at a
price of $0.45 for a period of three years. Outstanding options to
purchase Golden Goose shares ("Golden Goose Options") are to be
cancelled and holders of such options are to receive options to
purchase such number of Kodiak shares ("Kodiak Options") and at an
exercise price that reflects the exchange ratio of 1.2 Kodiak
Options for each Golden Goose Option.
Small Lot Holders
As set out in the Golden Goose information circular in respect
of the Arrangement dated November 10, 2010, any holder of less than
500 shares of Golden Goose who did not elect prior to the effective
date of the Arrangement to receive common shares and warrants of
Kodiak in exchange for his or her shares of Golden Goose will
receive a cash payment of $0.25 per Golden Goose share held.
Board of Directors of Kodiak
As a result of the closing of the Arrangement, Kodiak is now the
sole shareholder of Golden Goose and the board of directors of
Kodiak now consists of seven directors, being Michael E.J. Phelps,
Thomas Barber, Robert Harrington, Thomas P. Mullan, David
Richardson, George Salamis and David Watkins.
Letter of Transmittal
The letter of transmittal that was provided to Golden Goose
shareholders with the meeting materials in respect of the
Arrangement misstated the exchange ratio. It stated that Golden
Goose shareholders would receive one share of Kodiak and one
quarter of a Kodiak warrant in exchange for each share of Golden
Goose held. The correct exchange ratio is set forth above.
On behalf of the Boards of Directors:
Brian J. Maherm, President and Chief Executive Officer, Kodiak
Exploration Limited
Francois Perron, President and Chief Executive Officer, Golden
Goose Resources, Inc.
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.
Contacts: Kodiak Exploraion Limited Brian J. Maher President and
Chief Executive Officer 1-604-688-9006 1-604-688-9029 (FAX)
ir@kodiakexp.com www.kodiakexp.com Renmark Financial Communications
Inc. Jason Roy (514) 939-3989 or (416) 644-2020
jroy@renmarkfinancial.com Renmark Financial Communications Inc.
Arash Shahi (514) 939-3989 or (416) 644-2020
ashahi@renmarkfinancial.com Renmark Financial Communications Inc. -
Media Guy Hurd (514) 939-3989 or (416) 644-2020
ghurd@renmarkfinancial.com www.renmarkfinancial.com Golden Goose
Resources Inc. Francois Perron 1-888-928-4667 1-888-494-5371 (FAX)
perron@goldengooseres.com www.goldengooseres.com
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