Ontex Resources Limited and Roxmark Mines Limited Shareholders Approve Merger
posted on Dec 19, 2009 09:35AM
TORONTO, ONTARIO, Dec 18, 2009 (MARKETWIRE via COMTEX) -- RMK | Quote | >Chart | News | PowerRating) and Roxmark Mines Limited ("Roxmark") (TSX VENTURE: RMK | Quote | </SCRIPT> <NOSCRIPT> <A HREF="http://oascentral.tradingmarkets.com/RealMedia/ads/click_lx.ads/www.tradingmarkets.com/L22/1226378872/Middle1/Trademkt/RJO10-1209-300x250/300x250RJO10-1209-111509.html/726265483455737334784d4143574659?http://ad.doubleclick.net/jump/N4329.TradingMarkets/B3954871.7;abr=!ie4;abr=!ie5;sz=300x250;ord=1226378872?"> <IMG SRC="http://ad.doubleclick.net/ad/N4329.TradingMarkets/B3954871.7;abr=!ie4;abr=!ie5;sz=300x250;ord=1226378872?" BORDER=0 WIDTH=300 HEIGHT=250 ALT="Click Here"></A> </NOSCRIPT> http://oascentral.tradingmarkets.com/RealMedia/ads/click_nx.ads/www.tradingmarkets.com/@Middle1"><IMG
In connection with the Transaction, Ontex shareholders also approved a one-for-three share , the election of additional directors and the change of Ontex's name to "Goldstone Resources Inc.", all effective in connection with the completion of the Transaction.
The closing of the Transaction is expected to occur on December 22, 2009 and remains subject to receipt of all requisite regulatory approvals. The Transaction is structured as three-cornered amalgamation between Roxmark and 2223951 Ontario Inc, a wholly- owned subsidiary of Ontex.
Ontex is a gold exploration and development company operating in the historically significant Geraldton-Beardmore area. Ontex is focused on gold exploration and deposit delineation at its Brookbank gold property in northern Ontario spanning a strike length of 35 kilometres. To date, diamond drilling has identified a structure over a 7 kilometre strike length with mineralized zones extending from surface to a depth of at least 800 metres. The mineral resources at a 3.4 g/t gold cut-off grade stands at 1.36 million tonnes grading 9.7 g/t gold containing 424,400 ounces of Indicated and 1.09 million tonnes grading 7.9 g/t gold containing 276,600 ounces of Inferred resource. (See National Instrument 43-101 technical reports - "Technical Report on the Brookbank Gold Deposit, Beardmore - Geraldton Area, Northern Ontario, Canada" by Scott Wilson RPA Inc. dated May 4, 2009, as filed on SEDAR and Irwin Zone resources estimated at 3.0 g/t cut-off by John P Thompson and Associates in NI 43-101 report dated April 28, 2006, as filed on SEDAR.)
Roxmark is a gold exploration and development company operating in the historically significant Geraldton-Beardmore area. In addition to the Hardrock Project in the Geraldton Camp, Roxmark is pursuing a number of initiatives in the Beardmore Camp, including re-opening the Northern Empire Mine and its onsite mill and expanding the resource base at the Leitch-Sand River Mine, once Canada's richest producing gold mine. In recent years, Roxmark has generated cash flow from bulk-sampled gold and molybdenum processed at its fully-permitted mill and has the advantage of infrastructure from nine formerly highly productive gold mines located on its properties. These mines previously produced nearly four million ounces of gold from high-grade ore but were closed primarily due to boundary issues and dramatically lower gold prices at the time.
This news release contains "forward-looking information" within the meaning of applicable Canadian and United States securities laws. Forward-looking information is not comprised of historical facts and includes, but is not limited to, information concerning the proposed merger between Ontex and Roxmark. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects", "anticipates", "believes", "may", "could", "would", "might" or "will" or variations of such words and phrases or statements (including in the negative). Forward-looking information reflects Roxmark's and Ontex's current expectations regarding future results or events and is based on the opinions, estimates and assumptions of their respective management at the date the information is made. Such forward-looking information is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. Many of these assumptions (including, without limitation, that the parties' will be able to satisfy all applicable regulatory requirements) are based on factors and events that are not within the control of Roxmark or Ontex and there can be no assurance they will prove to be correct. Factors that could cause actual results to vary materially from results anticipated by such forward-looking information include changes in market conditions, variations in ore grade or recovery rates, fluctuating metal prices and currency exchange rates, changes in project parameters, the possibility of project cost overruns or unanticipated costs and expenses, labour disputes and other risks of the mining industry, the business of the companies not being integrated successfully or such integration proving more difficult, time consuming or costly than expected as well as those risk factors discussed in Ontex's Annual Information Form for the year ended December 31, 2008, Roxmark's management discussion and analysis for the period ended September 30, 2009 and the joint management information circular (copies of which are available at www.sedar.com). Although Roxmark and Ontex has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors that cause actions, events or results not to be anticipated, estimated or intended. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Neither Roxmark nor Ontex undertakes any obligation to update forward-looking information if circumstances or their respective management's estimates or opinions should change except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking information.
This news release and the information contained herein does not constitute an offer of securities for sale in the United States and securities may not be offered or sold in the United States absent registration or exemption from registration.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Ontex Resources Limited
J. Patrick Sheridan, Jr.
President & CEO
Roxmark Mines Limited
SOURCE: Ontex Resources Limited and Roxmark Mines Limited