PNG Gold Corporation Announces Acquisition of Securities of New Guinea Gold Corporation
June 13 2011 - 2:06PM
Marketwired Canada
NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO U.S. NEWSWIRE SERVICES
PNG Gold Corporation ("PNG") (TSX VENTURE:PGK) announces that, pursuant to the
completion of the business combination (the "Business Combination") between
International Silver Ridge Resources Inc. ("Silver Ridge") and NMC Mining Corp.
("NMC") announced today, it has acquired beneficial ownership of an aggregate of
26,855,994 units ("NGG Units") issued by New Guinea Gold Corporation.
Pursuant to a loan facility dated April 20, 2010, NMC advanced a secured bridge
loan to NGG in the principal amount of $3,000,000 with a 12 month term and an
interest rate of 8% per annum. NGG repaid the loan, together with accrued
interest, by issuing an aggregate of 26,855,994 NGG Units to NMC. Each NGG Unit
consists of one common share of NGG (an "NGG Share") and one share purchase
warrant (a "NGG Warrant") with each NGG Warrant entitling NMC to acquire an
additional NGG Share within a period of two years at an exercise price of $0.225
per share. On June 7, 2011, PNG acquired all the issued and outstanding shares
of NMC, and thereby acquired beneficial ownership of the NGG Units.
Based on information publicly filed by NGG, there are currently 234,013,436 NGG
Shares issued and outstanding. As a result of the acquisition of NMC, PNG has
ownership of 53,711,988 NGG Shares, or approximately 20.59% of the NGG Shares
currently outstanding on a partially-diluted basis (assuming exercise of the NGG
Warrants). On a non-diluted basis, PNG has ownership of 26,855,944 NGG Shares,
or approximately 11.48% of the NGG Shares currently outstanding.
The NGG Shares are listed on the TSX Venture Exchange under the symbol NGG. The
NGG Units were acquired in a private transaction.
PNG intends to hold the NGG Units for investment purposes. PNG may, depending on
market and other conditions, increase its beneficial ownership, control or
direction over the NGG Shares, through market transactions, private agreements,
treasury issuances, exercise of NGG Warrants or otherwise.
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