Copper Canyon & NovaGold 40/60 JV
Galore Creek property contains one of the world’s largest undeveloped copper & gold resources.
Message: Update on Status of Arrangement
FSC / Press Release
Update on Status of Arrangement
Cranbrook, British Columbia CANADA, March 31, 2011 /FSC/ - Copper Canyon Resources Ltd. (CPY - TSX Venture), ("Copper Canyon") and NovaGold Resources Inc. ("NovaGold") announced on March 7, 2011 that they had entered into a binding letter agreement providing for NovaGold to acquire all of the outstanding common shares of Copper Canyon by way of a plan of arrangement (the "Arrangement") under the Business Corporations Act (Alberta).
Copper Canyon is pleased to announce that on March 18, 2011 it entered into a definitive arrangement agreement with NovaGold and that it is in the process of preparing an information circular relating to the Arrangement. Copper Canyon currently anticipates that the information circular will be mailed to its security holders in mid-April and that a special meeting of security holders to consider the Arrangement will be held on or before May 23, 2011. Subject to obtaining security holder and court approvals, it is expected that the Arrangement will be completed prior to the end of May.
The directors and senior officers of Copper Canyon and several large independent shareholders have also entered into voting support agreements with NovaGold under which they have agreed, subject to the terms and conditions contained therein, to vote an aggregate of 8,703,762 common shares and 3,800,000 stock options of Copper Canyon held or controlled by them in favor of the Arrangement. This represents approximately 16.5% of the outstanding common shares of Copper Canyon (approximately 21.8% on a fully diluted basis).
The board of directors of Copper Canyon, acting on the recommendation of its special committee of independent directors, after consultation with Copper Canyon's financial and legal advisors, has determined that the Arrangement is fair and in the best interests of Copper Canyon and its shareholders and unanimously recommends that Copper Canyon security holders vote in favor of the Arrangement. Primary Capital Inc., financial advisor to the special committee, has provided a fairness opinion to the Copper Canyon board to the effect that, as of the date of such opinion, the offered consideration is fair, from a financial point of view, to the Copper Canyon shareholders.
About Copper Canyon
Copper Canyon Resources was created by way of a Plan of Arrangement on June 9, 2006. Shareholders of Eagle Plains Resources Ltd. (TSX-V:EPL) approved the plan to reorganize the company's mineral property assets in an effort to maximize shareholder value. Under the terms of the arrangement, three of Eagle Plain's projects: Copper Canyon, Severance and Abo (Harrison) Gold, were transferred into Copper Canyon.
For further information, please contact Mike Labach at
1 866 HUNT ORE (486 8673)
Email: [email protected] or visit our website at >http://www.usetdas.com/pr/coppercanyon03312011.htm
Source: Copper Canyon Resources Ltd. (TSX-V: CPY) >http://www.usetdas.com
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