ENP Newswire -
Release date- 13062014 -
Pursuant to the terms of the Agreement, Cadillac shareholders will receive 0.12195 of a
Existing Cadillac warrants and options will be exercisable for
The Transaction represents a 121% premium over the closing price of Cadillac shares as of
Within the context of persistent depressed junior equity markets, the means of raising adequate financing to properly explore the large complex gold system at Goldstrike in southwestern
Not only has Pilot the financial resources to explore the Goldstrike property, its talented geological team is very experienced in the
In addition to continued exposure to progress at the Goldstrike project and its interests on the Cadillac Break in
Recently, after a considerable exploration effort at Kinsley, Pilot announced very promising high-grade drill results in Paleozoic strata. Cadillac's management regards the Agreement with Pilot as the best route available to unlock Goldstrike's potential, whilst also participating in the development of
Consequently, the Board of Directors of Cadillac (the 'Board') have unanimously approved the Transaction and will recommend that Cadillac shareholders vote in favour of the Transaction. Certain of Cadillac's shareholders, including all of the senior officers and members of the Board have entered into voting and support agreements with
The transaction will be carried out by way of a plan of arrangement, the implementation of which will be subject to shareholder approval representing at least 66 of the votes cast at a special meeting of Cadillac shareholders that is expected to be held in
Pursuant to the terms of the Agreement, the proposed transaction is also subject to applicable regulatory and stock exchange approvals and the satisfaction of certain closing conditions customary in transactions of this nature. The Agreement also provides for, among other things, customary board support and non-solicitation covenants (subject to the fiduciary obligations of the Cadillac Board and a
The terms and conditions of the Agreement will be disclosed in more detail in the Cadillac management information circular which is expected to be filed and mailed to Cadillac shareholders in
Under the Agreement,
This news release contains 'forward-looking information' within the meaning of the Canadian securities laws. Forward-looking information is generally identifiable by use of the words 'believes,' 'may,' 'plans,' 'will,' 'anticipates,' 'intends,' 'budgets', 'could', 'estimates', 'expects', 'forecasts', 'projects' and similar expressions, and the negative of such expressions. Forward-looking information in this news release include statements about the consummation of the proposed transaction and obtaining necessary shareholder, court, and regulatory approval.
In connection with the forward-looking information contained in this news release, Cadillac has made numerous assumptions, regarding, among other things: successful completion of the Plan of Arrangement, obtaining governmental approvals and financing on time, obtaining renewals for existing licenses and permits and obtaining required licenses and permits.
Additionally, there are known and unknown risk factors which could cause Cadillac's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained herein.
Known risk factors include, among others: risks related to approval by the applicable governmental or regulatory authorities, the risk that the parties will not obtain the required shareholder approval and necessary court and stock exchange approvals, risks related to the satisfaction or waiver of certain other conditions contemplated by the arrangement agreements, risks related to the availability of financing and the future price of metals, risks regarding timing and amount of expenses related to the to the transaction, as well as those risk factors described in Cadillac's public filings under its profile at www.sedar.com.
All forward-looking information herein is qualified in its entirety by this cautionary statement, and Cadillac disclaims any obligation to revise or update any such forward-looking information or to publicly announce the result of any revisions to any of the forward-looking information contained herein to reflect future results, events or developments, except as required by law.
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