Trelawney Announces That 88.8% of Augen Gold Corp. Shares have Been Tendered to Its Offer and Reminds Shareholders That Deadl...
21 September 2011 - 11:40PM
Marketwired
Trelawney Mining and Exploration Inc. ("Trelawney") (TSX VENTURE:
TRR)(FRANKFURT: RTW) announces that approximately 139,579,223
common shares of Augen Gold Corp. ("Augen Gold") (TSX VENTURE: GLD)
have been validly deposited to its offer to acquire all of the
issued and outstanding shares of Augen Gold (the "Offer"). The
deposited shares represent approximately 89% of the issued and
outstanding common shares of Augen Gold ("Augen Gold Shares") as of
September 9, 2011.
Under the Offer, which has the full support of the Augen Gold
Board of Directors, Augen Gold shareholders will receive 0.0862 of
a common share of Trelawney (each whole share, a "Trelawney Share")
in exchange for each Augen Gold Share they own. Trelawney will take
up and issue Trelawney Shares as payment for the Augen Gold Shares
deposited to the Offer no later than three business days after
being taken up.
Deadline to Tender to the Offer: Friday September 23, 2011
As previously announced, Trelawney extended the Offer to 5:00
p.m. (Toronto Time) on Friday, September 23, 2011 to allow for
additional time for Augen Gold shareholders to tender to the Offer.
Tendering to the Offer prior to the expiry will result in
shareholders receiving Trelawney Shares in a timely manner, while
mitigating their company's costs to complete the transaction.
A formal notice of extension has been mailed to security holders
of Augen Gold. A copy of the notice of extension is also available
online at www.sedar.com or www.trelawneymining.com.
As set out in its bid circular in connection with the Offer,
Trelawney intends to take action intended to permit Trelawney to
acquire the remaining Augen Gold Shares that it does not own on the
basis of 0.0862 of a Trelawney Share for each Augen Gold Share as
soon as practicable, including seeking approval of such acquisition
at a meeting of shareholders of Augen.
How to Tender Your Shares to the Offer
Augen Gold shareholders are encouraged to contact their broker,
investment advisor or other nominee as soon as possible and take
the necessary steps to tender their shares to the Offer. All
questions regarding the Offer and how to tender Augen Gold shares
should be directed to Laurel Hill Advisory Group at 1-877-452-7184
(North American Toll Free) or 416-304-0211 (Banks, Brokers or
Collect Calls). Shareholders who wish to accept the Offer are
encouraged to do so before the expiry time of 5:00 p.m. (Toronto
Time) on September 23, 2011, unless it is further extended.
This press release does not constitute an offer to buy or an
invitation to sell, or the solicitation of an offer to buy or
invitation to sell, any securities of Trelawney or Augen Gold. Such
an offer may only be made pursuant to an offer and takeover bid
circular filed with the securities regulatory authorities in Canada
and pursuant to registration or qualification under the securities
laws of any other such jurisdiction.
U.S. Investors and Securityholders
In connection with the Offer, Trelawney has filed relevant
materials with the United States Securities and Exchange Commission
(the "SEC"), including one or more registration statements that
contain a prospectus. U.S. investors and U.S. securityholders are
urged to read these documents and any other relevant documents
filed by Trelawney with the SEC, as well as any amendments or
supplements to these documents because they contain important
information. U.S. Investors and U.S. securityholders may obtain
these documents free of charge at the SEC's website at www.sec.gov.
In addition, the documents filed with the SEC by Trelawney can be
obtained free of charge by directing such request to Trelawney's
Information Agent, Laurel Hill Advisory Group or at Trelawney's
website at www.trelawneymining.com U.S. investors and U.S.
securityholders are urged to read the prospectus and the other
relevant materials before making any investment decision with
respect to the Offer.
About Trelawney
Trelawney is a Canadian junior mining and exploration company
with a focus on Archean gold deposits. Trelawney's current focus is
directed towards the continued exploration and development of the
Cote Lake Deposit, located in Chester Township 20 kilometres
southwest of Gogama, Ontario.
About Augen Gold
Augen Gold is a gold exploration company with 23,685 hectares of
staked and patented mining claims in the Southern Swayze Greenstone
Belt, including the formerly producing Jerome Gold Mine. The claims
cover a 45-kilometre long section of the Ridout Deformation Zone,
believed to be the western extension of the Kirkland Lake/Larder
Lake Break. The geological setting is comparable to the major gold
camps of Timmins and Kirkland Lake, and the claims contain numerous
gold showings that have received very little historical
exploration.
This press release contains only summary information about the
Offer and does not constitute an offer to purchase any securities.
Complete information about the Offer is available by referring to
the offer to purchase and take-over bid circular filed with
Canadian securities regulators. Certain statements contained in
this press release concerning Trelawney's objectives, goals,
strategies, intentions, plans, beliefs, expectations and estimates
are forward-looking statements. The words "believe", "expect",
"intend", "may", "anticipate", "will", "would" and similar
expressions and the negative of such expressions are intended to
identify forward-looking statements, although not all
forward-looking statements contain these identifying words. These
forward-looking statements are not based on historical facts, but
rather on current expectations, assumptions and projections about
future events. While Trelawney considers these factors and
assumptions to be reasonable based on information currently
available, they may be proven to be incorrect. Known and unknown
factors could cause actual results to differ materially from those
projected in the forward-looking statements. Such factors include,
but are not limited to general economic conditions; dependence on
key personnel; and variations in required capital expenditures.
Given these uncertainties, readers are cautioned not to place undue
reliance on such forward-looking statements.
Neither the 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: Media: Longview Communications Inc. David Ryan
416-649-8007 Longview Communications Inc. Joel Shaffer 416-649-8006
Augen Shareholders: Laurel Hill Advisory Group 1-877-452-7184 or
416-304-0211 (collect) assistance@laurelhill.com
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