Kinbauri Board Issues no Recommendation on Revised Orvana Offer
(Thomson Reuters ONE) - OTTAWA, ONTARIO--(Marketwire - July 29, 2009) - The board ofdirectors of Kinbauri Gold Corp. ("Kinbauri")(TSX VENTURE:KNB)(FRANKFURT: 3KG.DE) today advised that it intends to issue norecommendation with respect to the revised offer of Orvana MineralsCorp. ("Orvana"). On July 21, 2009, Orvana raised its all-cash offerfor Kinbauri to C$0.75 per share from C$0.55 (the "Orvana Offer").The Orvana Offer will expire at 11:59 pm (Vancouver time) on July 31,2009, unless withdrawn or extended.On July 12, 2009, Kinbauri announced that it had signed a bindingletter agreement with ATW Gold Corp. (TSX VENTURE: ATW) ("ATW") tocombine the two companies at the agreed exchange ratio of 1.35 ATWshares per Kinbauri share (the "Proposed Arrangement"), which impliesa purchase price of C$0.85 per Kinbauri share using closing shareprices on July 10, 2009. Since entering into the letter agreement,ATW has been involved in negotiations to provide equity financing forATW to support the Proposed Arrangement. It is a condition of theletter agreement that Kinbauri is satisfied with those equityfinancing arrangements, and Kinbauri has been kept informed by ATWduring the course of ATW's negotiations for said equity financing. Asa result, the Kinbauri board believes that it needs more time beforebeing in the position to make a formal recommendation toshareholders.Kinbauri will file today a Notice of Change to its Directors'Circular, which was dated June 9, 2009, and mail the Notice of Changeto shareholders thereafter. Kinbauri's board is advising shareholdersto consider the Orvana Offer and the Proposed Arrangement, thematters referred to in the Notice of Change and other factors thatare important to each shareholder and urges them at this time to seekindependent advice and/or make their own decision regarding whetherto accept or reject the Orvana Offer. In order to permit shareholdersto make an unfettered decision, Kinbauri's board has waived theapplicability of Kinbauri's shareholder rights plan. Shareholders donot need to take any action if they do not wish to accept the OrvanaOffer.For questions, please contact Laurel Hill Advisory Group, theInformation Agent retained by Kinbauri in connection with the OrvanaOffer, toll free at 1-888-812-9184 from anywhere in Canada or theUnited States and collect at 416-637-4661 from outside North America.About KinbauriKinbauri (TSX VENTURE: KNB) is a mineral exploration company focusedon the development of precious metal prospects in Spain, Nevada andCanada. Its immediate focus is to begin operations at its ElValle/Carles property in Asturias, northwestern Spain in 2010. Itcurrently has 59,348,051 common shares issued and outstanding. Formore information visit www.kinbaurimaximized.com orwww.kinbauri-gold.com.This press release contains certain forward-looking statements, whichare based on the opinions and estimates of management at the date thestatements are made, and are subject to a variety of risks anduncertainties and other factors that could cause actual events orresults to differ materially from those projected. Kinbauriundertakes no obligation to update forward-looking statements ifcircumstances or management's estimates or opinions should change.The reader is cautioned not to place undue reliance onforward-looking statements.THIS PRESS RELEASE WAS PREPARED BY KINBAURI GOLD CORP. THE TSXVENTURE EXCHANGE DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY ORACCURACY OF THIS RELEASE.Contacts:Kinbauri Gold Corp.Mr. Brian McEwen,Director, Special Committee member613-836-2594613-831-2730 (FAX)bmcewen(at)kinbauri-gold.comKinbauri Gold Corp.Darrell Munro, BB.A, LL.B, Manager,Corporate Communications613-836-0198dmunro(at)kinbauri-gold.comwww.kinbauri-gold.comEuropeINVESTELRuediger (Rudy) Hnyk, CEOInvestor Relations & Telecommunicationsceo(at)investel.deThis announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement.
Datum: 29.07.2009 - 17:55 Uhr
Sprache: Deutsch
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