Copper Canyon & NovaGold 40/60 JV
Galore Creek property contains one of the world’s largest undeveloped copper & gold resources.
Message: Copper Canyon Mails Information Circular
FSC / Press Release
Copper Canyon Mails Information Circular
Vancouver, British Columbia CANADA, April 21, 2011 /FSC/ - Copper Canyon Resources Ltd. (CPY - TSX Venture),announced that on April 18, 2011 it mailed a notice of meeting, management information circular and related documents to its shareholders and optionholders (together, "Securityholders") in connection with the annual and special meeting of Securitiyholders to be held on May 18, 2011. At the meeting, Securityholders will be asked to approve the arrangement announced by the Company on March 17, 2011, pursuant to which NovaGold Resources Inc. ("NovaGold") would acquire all of the outstanding shares of Copper Canyon (the "Arrangement").
The board of directors of Copper Canyon has determined that the Arrangement is fair to the shareholders of Copper Canyon and in the best interests of the Company and unanimously recommends that Securityholders vote in favor of the Arrangement. The completion of the Arrangement is subject to customary closing conditions, including approval of the Securityholders, approval of the Alberta court and certain regulatory approvals.
Shareholders should carefully review the tax consequences of the Arrangement that are described in the Company's information circular. The Arrangement includes an exchange of Copper Canyon shares for shares of NovaGold. Eligible shareholders of Copper Canyon will be entitled to make an election to defer the tax consequences of this exchange, as further described in the information circular. However, there are some important time deadlines that need to be observed to qualify for this election. Shareholders need to request a tax instruction letter, which provides instructions on how to complete the tax election forms, by checking the appropriate box on the transmittal letter included with the information circular and submitting the transmittal letter to Computershare (at its address set out in the transmittal letter) within 30 days of the effective time of the Arrangement, which is currently expected to be May 20, 2011. As the required election also must be signed by NovaGold, it will be necessary for shareholders to complete the steps described in the tax instruction letter and forward the information to Computershare on or before 90 days after the effective time of the Arrangement. Following receipt of the signed election form from NovaGold, shareholders will then be required to file the election form with the Canada Revenue Agency and any applicable provincial revenue authority on a timely basis, as further described in the tax instruction letter. Shareholders should note these dates, review the information circular and consult with their tax advisors.
In summary, Securityholders should pay particular attention to the following important dates:
May 16, 2011(1) - Last day to deposit proxies.
May 18, 2011(1) - Annual General and Special meeting of Securityholders.
May 20, 2011(2) - Effective time of the Arrangement.
June 19, 2011 - Last day to request a tax instruction letter from Computershare(3).
August 18, 2011 - Last day to deliver tax information to Computershare(3).
April 30, 2012 - Last day for individual shareholders to file a tax election form with CRA.
(1) 10:00 a.m. Vancouver time
(2) 2:00 p.m. Vancouver time
(3) Assuming that the effective date is May 20, 2011.
All of the documents in the mail out may also be viewed on SEDAR and on the Copper Canyon website >http://www.copcanyon.com
The TSX Venture Exchange has not reviewed and does not accept 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.
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