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Update: Press Release: June 25th 2010
Brigus Gold Corp. (TSX: BRD)(NYSE Amex: BRD) ("Brigus Gold") announces that the business combination of Apollo Gold Corporation (TSX: APG)(NYSE Amex: AGT) ("Apollo") and Linear Gold Corp. (TSX: LRR) ("Linear") has closed and the new combined company begins operating as Brigus Gold effective immediately.
Brigus Gold will commence trading on the Toronto Stock Exchange ("TSX") and NYSE Amex under the symbol "BRD" on June 28, 2010. Brigus warrants issued in exchange for the Linear-listed warrants will commence trading on the TSX under the symbol "BGD.WT".
On June 25, 2010, Apollo filed articles of amendment which, among other things, changed the name of the company to Brigus Gold Corp., consolidated the Brigus shares, including those issued to Linear shareholders, on the basis of one (1) post-consolidation Brigus share for every four (4) Brigus shares outstanding immediately prior to such consolidation. Brigus common shares will begin trading on a post-consolidated basis. Post consolidation and after completion of the business combination, Brigus Gold will have approximately 129 million basic shares and 176 million fully diluted shares outstanding.
The business combination was structured as a court-approved plan of arrangement (the "Transaction") under the Business Corporations Act (Alberta) pursuant to which Apollo acquired all of the issued and outstanding Linear shares and Linear amalgamated with 1526753 Alberta ULC (the "Apollo Sub"). Under the terms of the Transaction, former shareholders of Linear will receive, after giving effect to the share consolidation described above, 1.37 Brigus Gold shares for each common share of Linear, subject to adjustment for fractional shares. Outstanding options and warrants to acquire Linear shares have been converted into options and warrants to acquire Brigus Gold shares, adjusted in accordance with the same ratio. Linear will be delisted from the TSX on June 28, 2010.
As previously announced, Wade K. Dawe is Chief Executive Officer and President of Brigus Gold. The other officers of Brigus Gold are Brian MacEachen, Executive Vice President and Corporate Secretary; Melvin Williams, Chief Financial Officer and Senior Vice President, Finance and Corporate Development; Richard F. Nanna, Senior Vice President, Exploration; Howard Bird, Vice President, Exploration; Brent E. Timmons, Controller and Vice President; and Wendy Yang, Vice President, Investor Relations.
Brigus Gold also announces that its headquarters is located in Halifax, Nova Scotia.
About Brigus Gold
Brigus Gold is a growing gold producer with a strong balance sheet, committed to maximizing shareholder value through a strategy of cost-effective production, mine development, exploration and effective risk management, utilizing selective partnerships and acquisitions. Brigus Gold operates the wholly owned flagship Black Fox Mine in the Timmins gold district in Ontario, Canada. The Black Fox Operations encompass the adjoining 100 percent owned, prospective Grey Fox and Pike River properties, all in the Township of Black River-Matheson in Ontario, Canada. Brigus Gold is advancing the Goldfields Project near Uranium City, Saskatchewan, which hosts the Box and Athona gold deposits. In Mexico, Brigus Gold also has the Ixhuatan Project (100 percent Brigus Gold) in Chiapas, southern Mexico, and the Huizopa Joint Venture, (80 percent Brigus Gold and 20 percent Minas De Coronado, S. de R.L. de C.V.), an early stage, gold-silver exploration project, approximately 16 kilometers (10 miles) southwest of Minefinders Dolores gold-silver mine, in the Sierra Madres in Chihuahua. In the Dominican Republic, Brigus Gold and Everton Resources have a joint venture at the Ampliacion Pueblo Viejo-Loma El Marte gold exploration projects.
Certain statements in this press release relating to the proposed Merger are "forward-looking statements" within the meaning of securities legislation. These statements include statements about the commencement of trading and delisting of Linear shares. Brigus Gold does not intend, nor assume any obligation, to update these forward-looking statements, except as required by applicable securities laws. These forward-looking statements represent management's best judgment based on current facts and assumptions that management considers reasonable, including that all third party regulatory and governmental approvals to the Merger will be obtained and all other conditions to completion of the Merger will be satisfied or waived. Brigus Gold does not make any representation that reasonable business people in possession of the same information would reach the same conclusions. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the companies to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. In particular, fluctuations in the price of gold or in currency markets could prevent the companies from achieving their targets. Other factors are disclosed under the heading "Risk Factors" and elsewhere in documents filed by Brigus Gold's predecessor companies, Apollo and Linear, from time to time with the Toronto Stock Exchange, the NYSE Amex Equities Exchange and, on SEDAR and with other regulatory authorities, including the United States Securities and Exchange Commission.
SOURCE: Brigus Gold