Visible Gold Mines Inc. (TSX-V: VGD) (Frankfurt: 3V4) has filed an application with the Québec Bureau de décision et de révision seeking a cease-trade order and other sanctions against the unsolicited offer by Zara Resources Inc. (CNSX: ZIR) to purchase 100% of the outstanding shares of Visible Gold Mines in exchange for shares of Zara Resources. If a cease-trade order is issued by the Québec Bureau de décision et de révision, Zara Resources would not be permitted to issue shares to Visible Gold Mines shareholders in Québec in payment for their shares.
The application by Visible Gold Mines is based on major irregularities and deficiencies in the unsolicited offer by Zara Resources. In particular, Visible Gold Mines has noted the absence of a French version of Zara Resources’ take-over bid circular, which violates a fundamental rule of Québec securities law and makes the offer illegal. Visible Gold Mines has also noted the sale by Mr. Danny Wettreich, CEO and principal shareholder of Zara Resources, of almost 2 million Visible Gold Mines shares on August 19, 2013, the day on which Zara Resources first announced its offer. Visible Gold Mines considers the sale to be in direct contravention of applicable securities laws.
The application by Visible Gold Mines also invokes the failure by Zara Resources to adequately disclose in its take-over bid circular that Zara’s offer to acquire 100% of the outstanding shares of Visible Gold Mines is independent of the simultaneous offers made by Zara Resources for 100% of the shares of two unrelated mining exploration companies, and is not conditional upon the success of the two other offers.
Visible Gold Mines has requested a hearing before the Québec Bureau de décision et de révision to consider its application, and will update its shareholders on a timely basis with respect to developments.
Visible Gold Mines recommends that shareholders defer taking any action in respect of the unsolicited offer by Zara Resources until shareholders have received further communication from the Board of Directors of Visible Gold Mines. As the offer by Zara Resources is open for acceptance until October 28, 2013, there is no need for Visible Gold Mines shareholders to take any steps in respect of the offer by Zara Resources at this time.
About Visible Gold Mines
Visible Gold Mines Inc. is a dynamic company aggressively searching for the next important gold deposit in northwestern Québec, an area consistently ranked as one of the world’s best jurisdictions for mining and exploration.
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