White Tiger Gold Announces Toronto Stock Exchange Conditional Approval of Business Combination With Century Mining Corporation
TORONTO, ONTARIO--(Marketwire - Aug. 4, 2011) - White Tiger Gold Ltd. (TSX:WTG) ("White Tiger Gold" or the "Company") announced today that the Toronto Stock Exchange ("TSX") has conditionally approved the previously announced proposed plan of arrangement to combine Century Mining Corporation ("Century") (TSX VENTURE:CMM) and White Tiger Gold (the "Business Combination").
As jointly announced on March 14, 2011, White Tiger Gold and Century have entered into a binding arrangement agreement, as amended June 16, 2011, pursuant to which White Tiger Gold and Century will, subject to shareholder, court and regulatory approval, complete the Business Combination. Under the terms of the Business Combination, shareholders of Century will receive 0.40 of a White Tiger Gold common share for each common share of Century held. The independent special committee of the board of directors of each company has unanimously approved the Business Combination.
For shareholders of White Tiger Gold, the Business Combination will result in:
- A single company with exposure to three of the top six global producing nations, with properties in both Canada and Russia;
- A strong senior management team with excellent technical skills and a track record in the mining industry as company builders;
- An enlarged diversified portfolio of mines and projects, with both underground and open pit operations;
- A company with a robust pipeline of projects offering potential long term gold production growth through existing assets; and
- Improved economies of scale that should support best practice operations, greater access to capital markets and enhanced liquidity to shareholders.
The completion of the Business Combination remains subject to, among other things:
- approval by a majority of the votes cast by White Tiger Gold shareholders at a duly called special shareholders' meeting excluding those votes required to be excluded under Multilateral Instrument 61-101 - Protection of Minority Shareholders in Special Transactions ("MI 61-101") and excluding the votes attached to shares beneficially controlled by each insider of White Tiger Gold and each of their respective associates, affiliates and insiders who are also insiders of Century;
- compliance with MI 61-101;
- receipt of interim and final orders of the Ontario Superior Court approving the Business Combination;
- receipt of any required approvals under the Investment Canada Act;
- Century shareholders holding no more than 5% of the outstanding Century shares having exercised dissent rights; and
- other conditions as are customary for transactions of this nature.
The Company anticipates that its special shareholders meeting will be held on or about September 13, 2011 and that the related management information circular will be mailed to shareholders as soon as practicable.
