AuEx Shareholders Approve Plan of Arrangement With Fronteer Gold
30 October 2010 - 4:43AM
Marketwired
AuEx Ventures, Inc. (TSX: XAU) ("AuEx") is pleased to announce that
an overwhelming majority of AuEx shareholders who voted today at
AuEx's Annual and Special Meeting of Shareholders (the "Meeting")
have voted to approve the plan of arrangement pursuant to which
Fronteer Gold Inc. (TSX: FRG)(NYSE Amex: FRG) ("Fronteer Gold")
will acquire all the issued and outstanding common shares of AuEx
(the "Arrangement"). Over 99.95% of the securities voted at the
Meeting were voted in favor of the special resolution approving the
Arrangement.
Under the Arrangement, AuEx shareholders will receive 0.645 of a
Fronteer Gold common share, Cdn$0.66 in cash, and 0.5 of a share in
Renaissance Gold, Inc. ("RenGold"), a new exploration company, for
each AuEx share held. RenGold will hold all of AuEx's exploration
assets outside of the Pequop District and have approximately
Cdn$5.0 million in cash. On completion of the Arrangement, AuEx
shareholders will hold 18.6% of pro forma outstanding shares of
Fronteer Gold, on a fully-diluted basis and 90.1% of the RenGold
shares, while Fronteer Gold will hold the remaining 9.9% of the
RenGold shares.
The TSX Venture Exchange has conditionally approved the listing
of the RenGold shares on a date to be determined following
completion of the Arrangement.
AuEx's application to the Supreme Court of British Columbia to
obtain the final court order approving the Arrangement is scheduled
for Monday, November 1, 2010. Assuming court approval is obtained
and that all other conditions to the Arrangement are satisfied or
waived, the Arrangement is expected to become effective on or about
November 3, 2010.
ABOUT AUEX VENTURES, INC.
AuEx Ventures, Inc. is a TSX listed Nevada-based, precious
metals exploration company that has a current portfolio of
exploration projects in Nevada/Utah, Spain, and Argentina. AuEx
controls about 170,000 acres of unpatented mining claims and fee
land in Nevada. Many projects are in joint venture or exploration
earn-in agreements with industry partners. AuEx's business model
has been to apply the extensive Nevada exploration experience and
high-end technical skills of its founders to search for and acquire
new precious metal exploration projects for which it seeks suitable
joint venture partners, and once partners are found, to contribute
properties to the joint venture on the basis that the other party
will conduct and fund exploration. For further information on AuEx
visit www.auex.com.
Forward-Looking Statements
Certain information in this press release constitutes
"forward-looking statements" under Canadian securities legislation
which are not historical facts and are made pursuant to the "safe
harbour" provisions under the United States Private Securities
Litigation Reform Act of 1995. Such forward-looking statements are
based upon AuEx's reasonable expectations and business plan at the
date hereof, which are subject to change depending on economic,
political, and competitive circumstances and contingencies. Readers
are cautioned that such forward-looking statements involve known
and unknown risks, uncertainties, and other factors that may cause
a change such assumptions and the actual outcomes and estimates to
be materially different from those estimated or anticipated future
results, achievements, or position expressed or implied by those
forward-looking statements. Risks, uncertainties and other factors
that could cause AuEx's plans to change include: uncertainties
related to the satisfaction of the outstanding material conditions
required to complete the Arrangement; changes in demand for and
price of gold and other commodities; currency fluctuations; changes
or disruptions in the securities markets; legislative, political or
economic developments in the United States or Canada; the need to
obtain permits and comply with laws and regulations and other
regulatory requirements; the risk of accidents, equipment
breakdowns and labour disputes or other unanticipated difficulties
or interruptions; the possibility of cost overruns or unanticipated
expenses; operating or technical difficulties in connection with
exploration, mining, or development activities; the speculative
nature of gold exploration and development; the risks involved in
the exploration, development, and mining business; any other events
that may occur in the future, as well as any other factors
discussed in the section "Cautionary Note Regarding Forward-Looking
Statements and Risks" in AuEx's Information Circular dated
September 28, 2010, available on SEDAR at www.sedar.com. disclaims
any intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise. Accordingly, readers should not place undue reliance
on forward-looking statements.
Contacts: AuEx Ventures, Inc. Ronald L. Parratt President &
CEO 775-337-1545 rparratt@auex.com www.auex.com
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