Coventry Shareholders Approve Plan of Arrangement
22 January 2014 - 12:17PM
Marketwired Canada
NOT FOR DISSEMINATION IN THE UNITED STATES
Chalice Gold Mines Limited (TSX:CXN)(ASX:CHN) ("Chalice") and Coventry Resources
Inc. (ASX:CYY)(TSX VENTURE:CYY) ("Coventry") are pleased to advise that Coventry
security holders have resoundingly approved the Plan of Arrangement ("the
Arrangement") for Chalice's acquisition of a 100% interest in the Cameron Gold
Project in Ontario, Canada.
Coventry shareholders approved the Arrangement at a meeting held in Vancouver at
10am on 21 January 2014. The motion was carried on a poll with 39,849,393
(99.89%) votes cast in favour of the transaction.
Following satisfaction of the remaining conditions precedent contained within
the Arrangement Agreement, which includes final orders from the Court in British
Columbia for approval of the Arrangement, Chalice will issue 46 million shares
in Chalice to Coventry which will then be distributed directly to Coventry
shareholders on a pro rata basis on or around 7 February 2014.
An indicative timetable for completion of the transaction is included in
Annexure A.
Coventry President and CEO, Steven Chadwick thanked Coventry shareholders for
their support of the transaction.
Commenting on the results of Coventry's shareholder meeting, Chalice Managing
Director, Bill Bent said, "Chalice's Board and Management are very pleased with
Coventry shareholder's support for this acquisition. We are confident that
Chalice can unlock the excellent upside potential of the Cameron Project. The
existing Preliminary Economic Assessment and previous study work focuses on the
potential for a combined open pit and underground development running almost in
parallel. We see potential to enhance the economics of the project by focusing
on the open pit potential, with the underground as optional upside later in the
mine life."
Mr Bent said, "Chalice's immediate focus during 2014 will be on optimising and
increasing the existing open pit mineral resource through pit optimisation and
near mine exploration. We will also continue to progress critical path project
development and approval work scopes in parallel, to make sure we are well
positioned to move quickly to a development decision once the project meets our
internal hurdle criteria."
BILL BENT STEVEN CHADWICK
Managing Director President and Chief Executive Officer
Chalice Gold Mines Limited Coventry Resources Inc.
22 January 2014 22 January 2014
Forward Looking Statements
This document may contain forward-looking information within the meaning of
Canadian securities legislation and forward-looking statements within the
meaning of the United States Private Securities Litigation Reform Act of 1995
(collectively, "forward-looking statements"). These forward-looking statements
are made as of the date of this document and Chalice Gold Mines Limited (the
Company) does not intend, and does not assume any obligation, to update these
forward-looking statements, except as required by law or regulation.
Forward-looking statements relate to future events or future performance and
reflect Company management's expectations or beliefs regarding future events and
include, but are not limited to, statements with respect to whether the
conditions to the Coventry transaction will be met, the estimation of mineral
reserves and mineral resources, the realisation of mineral reserve estimates,
the likelihood of exploration success, the timing and amount of estimated future
production, costs of production, capital expenditures, success of mining
operations, environmental risks, unanticipated reclamation expenses, title
disputes or claims and limitations on insurance coverage.
In certain cases, forward-looking statements can be identified by the use of
words such as plans, expects or does not expect, is expected, budget, scheduled,
estimates, forecasts, intends, anticipates or does not anticipate, or believes,
or variations of such words and phrases or statements that certain actions,
events or results may, could, would, might or will be taken, occur or be
achieved or the negative of these terms or comparable terminology. By their very
nature forward-looking statements involve known and unknown risks, uncertainties
and other factors which may cause the actual results, performance or
achievements of the Company to be materially different from any future results,
performance or achievements expressed or implied by the forward-looking
statements. Such factors include, among others, conditions precedent to
completion of the Coventry transaction being met; risks related to actual
results of current exploration activities; changes in project parameters as
plans continue to be refined; future prices of mineral resources; possible
variations in ore reserves, grade or recovery rates; accidents, labour disputes
and other risks of the mining industry, as well as those factors detailed from
time to time in the Company's interim and annual financial statements, all of
which are filed and available for review on SEDAR at sedar.com. Although the
Company has attempted to identify important factors that could cause actual
actions, events or results to differ materially from those described in
forward-looking statements, there may be other factors that cause actions,
events or results not to be as anticipated, estimated or intended. There can be
no assurance that forward-looking statements will prove to be accurate, as
actual results and future events could differ materially from those anticipated
in such statements.
Accordingly, readers should not place undue reliance on forward-looking statements.
None of the securities anticipated to be issued pursuant to the Arrangement have
been or will be registered under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act"), or any state securities laws, and any
securities issued in the Arrangement are anticipated to be issued in reliance
upon available exemptions from such registration requirements pursuant to
Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under
state securities laws. This press release does not constitute an offer to sell
or the solicitation of an offer to buy any securities.
ANNEXURE A - INDICATIVE TIMETABLE
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Activity Date
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Announcement of results of Coventry's shareholder meeting 22 January 2014
to approve the Arrangement.
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Obtain final court orders from the Court in British 24 January 2014
Columbia for approval of the Arrangement.
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TSX-V issues bulletin announcing the effective 29 January 2014
date/distribution record date and payment date.
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Coventry CDI's commence trading ex-distribution on ASX. 29 January 2014
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Coventry shares commence trading ex-distribution on TSX-V. 31 January 2014
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Effective Date/Distribution Record Date 4 February 2014
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Despatch Date of Chalice Shares to Coventry shareholders 7 February 2014
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ABN 47 116 648 956
FOR FURTHER INFORMATION PLEASE CONTACT:
Chalice Gold Mines Limited
Bill Bent
Managing Director
(W): +61 9322 3960
Chalice Gold Mines Limited
Tim Goyder
Executive Chairman
(W): +61 9322 3960
Chalice Gold Mines Limited
Keith Smart
Business Development Manager
(W): +61 9322 3960
Coventry Resources Inc.
Steven Chadwick
President and CEO
(W): +61 8 9324 1266
Read Corporate
Nicholas Read
Media Inquiries
+618 9388 1474
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