Eagle Plains Execute Arrangement Agreement with Taiga Gold Corp., Sets Key Dates for Plan of Arrangement
Cranbrook, B.C., February 2nd, 2018: Eagle Plains Resources Ltd. (TSX-V: “EPL”) has executed a formal arrangement agreement related to the proposed spin-out of Taiga Gold Corp. (“Taiga”). As announced September 26th, 2017, Eagle Plains plans to reorganize certain Saskatchewan mineral property assets under the name Taiga Gold Corp. (“Taiga”) in an effort to maximize shareholder value.
Under the terms of the recently-executed arrangement agreement (subject to shareholder approval), Eagle Plain’s shareholders of record on closing of the Arrangement will receive one share of Taiga for every two Eagle Plains shares held. Concurrently, Eagle Plains will transfer $300,000 cash to Taiga to provide initial working capital and exploration funding. Taiga has applied to have its shares listed on the Canadian Securities Exchange (“CSE”) under the trading symbol “TGC”. On completion of the arrangement, Eagle Plains will hold 19.9% of the outstanding shares of Taiga.
The proposed reorganization is subject to shareholder approval by resolution approved by not less than 66 2/3 % of votes cast. The Company expects to present the matter to shareholders at a special meeting targeted for early April, 2018. The reorganization will be subject to approval of the Court of Queen's Bench of Alberta and to acceptance by the TSX Venture Exchange and the CSE.
Key Dates Relating to the Plan of Arrangement
A summary of the key dates for the transaction is outlined herein, subject to approvals from the TSX Venture Exchange and the CSE:
- On or around March 2, 2018: mail-out of Notice of Special Meeting
- On or around April 4, 2018: Special Meeting seeking shareholder approval
- On or around April 5, 2018: Court appearance to seek judicial approval (conditional on shareholder approval)
- On or around April 6: Closing of the Arrangement
- On or around second week of April: Set Record Date for share distribution
- On or around second week of April: Formal listing request for Taiga on the CSE
- On or around third week of April: Taiga begins trading on the CSE under the symbol TGC
About Eagle Plains Resources
Based in Cranbrook, B.C., Eagle Plains continues to conduct research, acquire and explore mineral projects throughout western Canada. The Company is committed to steadily enhancing shareholder value by advancing our diverse portfolio of projects toward discovery through collaborative partnerships and development of a highly experienced technical team. Managements’ current focus is to preserve its treasury while advancing its most promising exploration projects. In addition, Eagle Plains continues to seek out and secure high-quality, unencumbered projects through research, staking and strategic acquisitions. Since 2012, Eagle Plains has added to its portfolio a number of new projects exceeding 130,000 ha targeting mainly gold, uranium and base-metals in Saskatchewan, a highly-prospective mining jurisdiction which was recently recognized by the Fraser Institute as the second best place in the world in terms of Investment Attractiveness. Throughout the exploration process, our mission is to help maintain prosperous communities by exploring for and discovering resource opportunities while building lasting relationships through honest and respectful business practices.
Expenditures from 2011-2017 on Eagle Plains-related projects were approximately $16.5M, which was funded by Eagle Plains and for the most part, by third-party partners. This exploration work resulted in approximately 15,000 m of diamond-drilling and extensive ground-based exploration work facilitating the advancement of numerous projects at various stages of development.
On behalf of the Board of Directors
“Tim J. Termuende”
President and CEO
Cautionary Note Regarding 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. This news release may contain forward-looking statements including but not limited to comments regarding the timing and content of upcoming work programs, geological interpretations, receipt of property titles, potential mineral recovery processes, etc. Forward-looking statements address future events and conditions and therefore, involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements.