GoGold Resources Inc. (TSX:GGD) today announced that it has been informed by the depositary for the offer that, as of its expiration at 7:00 p.m. (Toronto time) on February 28, 2014, a total of 60,187,546 common shares of Animas Resources Ltd. (TSXV: ANI) and 12,500,000 share purchase warrants representing in the aggregate 82.8% of the outstanding Animas Shares had been validly tendered to GoGold’s offer to acquire all of the outstanding Animas Shares and Animas Warrants. The Offer has expired and will not be extended. GoGold has taken up and accepted for payment all such Animas Shares and Animas Warrants and will pay for such Animas Shares and Animas Warrants on or before March 5, 2014. Following the acquisition of such Animas Shares and Animas Warrants, GoGold will own and control 84% of the outstanding Animas Shares and all Animas Warrants, representing approximately 82.8% of the outstanding Animas Shares. GoGold will acquire the Animas Shares and Animas Warrants pursuant to a take-over bid offer dated January 23, 2014 and in reliance on Section 2.16 of National Instrument 45-106 – Prospectus and Registration Exemptions. Animas had 10,213,639 shares held by shareholders resident in US states which pursuant to US securities regulations were not permitted to receive the Offer by mail. Therefore, of shares eligible to receive the Offer, 98.0% validly tendered their shares (not taking into account any variances in US holders after the Offer).
Pursuant to the Offer, holders of Animas Shares will receive $0.07 in cash and 0.0851 of a common share of GoGold for each Animas Share (for a deemed offer price of $0.15 for each Animas Share based on the closing price of GoGold Shares on December 27, 2013 and one GoGold Share for each $0.94 of cumulative in-the-money value of Animas Warrants, calculated using the Offer Price, rounded down to the nearest whole GoGold Share. All cash payments under the Offer will be made in Canadian dollars.
The purpose of the Offer was to enable GoGold to acquire beneficial ownership of all the Animas Shares and Animas Warrants. GoGold intends to implement a subsequent acquisition transaction to acquire the balance of the outstanding Animas securities as described in the Offer circular. Upon completion of such subsequent acquisition transaction, GoGold will apply to de-list the Animas Shares from the TSX Venture Exchange, will cause Animas to cease to be a reporting issuer under the securities laws of each province of Canada in which it is a reporting issuer and to cease to have public reporting obligations in any other jurisdiction in which it currently has such obligations.
Terry Coughlan, CEO of GoGold stated, “We are very pleased with the results of the offer and will proceed to acquire the remaining Animas shares as soon as possible. Our geological teams are on the ground working at the past producing Santa Gertrudis gold mine in an effort to outline a resource and lay the groundwork for a prefeasibility study to commence as soon as possible. I would also like to thank Mark Brown and Winnie Wong of Animas for their hard work and cooperation throughout the offering and tendering process. We welcome all Animas shareholders and look forward to delivering significant value to all of our shareholders as a result of this transaction.”
Mr. Dana Hatfield, CFO of GoGold will be appointed to the Animas board of directors effective immediately and will assume the role of Chairman on an interim basis until such time GoGold completes the subsequent acquisition transaction.
GoGold’s counsel for the offer is Fasken Martineau DuMoulin LLP and its corporate counsel is JESSOMELAW. Animas’ counsel is McCullough O’Connor Irwin LLP.
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