VANCOUVER, March 12 /PRNewswire-FirstCall/ - Exeter Resource
Corporation (NYSE-AMEX: XRA, TSX: XRC, and Frankfurt: EXB)
("Exeter" or the "Company") is pleased to announce that its
shareholders have voted 40,826,546 (99.83%) in favour of approving
the spin-out of its Argentine assets into Extorre Gold Mines
Limited ("Extorre") by plan of arrangement (the "Arrangement") and
that a final order approving the Arrangement was granted by the
Supreme Court of British Columbia
on March 12, 2010.
The Company will now proceed to closing of the Arrangement,
presently expected to occur on March 22,
2010 (the "Record Date"). The distribution date for Extorre
shares is anticipated to be March 23,
2010.
The Extorre shares have been conditionally approved for listing
on the TSX and, subject to satisfaction of all conditions to
closing, the shares of Extorre will trade on a "when issued" basis
on the TSX under the trading symbol "XG" on March 18, 2010 and will not be initially listed
on NYSE-AMEX. For US shareholders, Extorre intends to initially
apply for listing on the OTCQX exchange and subsequently on the
NYSE-AMEX. Listing is subject to Extorre meeting all listing
requirements of those exchanges and receiving exchange acceptances
of listing applications.
Exeter shares will trade
"ex-distribution" on the TSX on March 18,
2010 and on the NYSE-AMEX on March
24, 2010.
Exeter shares will continue to
trade "regular way" on the NYSE-AMEX under the symbol "XRA" through
the distribution date of March 23,
2010. Any holders of Exeter
shares who sell Exeter shares
regular way from March 18 to March 23,
2010 will also be selling their right to receive shares of
Extorre. Investors are encouraged to consult with their financial
advisors regarding the specific implications of buying or selling
Exeter shares on the NYSE-AMEX
before the distribution date.
Investors who execute a trade to purchase Exeter shares before, and continue to hold
such shares on, March 18, 2010 will
participate in the distribution of Extorre shares on the Record
Date. Such shareholders need not do anything further to receive
their Extorre shares, which will be delivered as soon as possible
after the Record Date. Each registered Exeter shareholder on the Record Date will be
deemed to have exchanged, without any action on their part, all of
their Exeter shares for one new
Exeter share and one new Extorre
share. Existing Exeter share
certificates will not need to be physically exchanged and will be
deemed to be share certificates representing the new Exeter shares. Exeter shareholders, who hold their
Exeter shares in their brokerage
accounts, including discount brokerage accounts, will have their
Extorre shares automatically deposited into their accounts by their
broker upon completion of the Arrangement. There will be no change
in shareholders' holdings in Exeter as a result of the Arrangement.
Each Exeter option holder and
warrant holder on the Record Date will receive a new option or
warrant, as applicable, for Exeter
shares and for Extorre shares at an adjusted exercise price based
on the volume weighted average trading price of the Exeter shares and Extorre shares for the five
trading days following March 18,
2010.
On closing, Extorre will hold all of Exeter's former interest in the Argentine
Cerro Moro and Don Sixto Projects as
well as its Argentine Patagonian exploration projects and an
initial $25 million in capital from
Exeter. Initial focus will be on
development of the Cerro Moro Project, while exploration drilling
will continue to test for new high grade vein targets. Exeter will continue to hold and focus on
advancing its Caspiche Project, located in northern Chile.
Please refer to the Exeter
press release dated January 19, 2010
and the Circular for more detailed information, available on SEDAR
at www.sedar.com.
You are invited to visit the Exeter web site at www.exeterresource.com.
EXETER RESOURCE CORPORATION
Bryce Roxburgh
President and CEO
Safe Harbour Statement - This news release contains
"forward-looking information" and "forward-looking statements"
(together, the "forward-looking statements") within the meaning of
applicable securities laws and the United States Private Securities
Litigation Reform Act of 1995, including in relation to the
proposed Arrangement and expected future attributes and success of
each of the Company and Extorre following such transaction; the
anticipated Record Date for the new Exeter shares and the new Extorre shares; the
expected completion date of the Arrangement, the Company's belief
as to the extent and timing of its drilling programs, various
studies including engineering, environmental, infrastructure and
other studies, and exploration results, budgets for its exploration
programs, the potential tonnage, grades and content of deposits,
timing, establishment and extent of resources estimates, potential
for financing its activities, potential production from and
viability of its properties, permitting submission and timing,
expected cash reserves and the expected benefits of the proposed
spin-out transaction. These forward-looking statements are made as
of the date of this news release. Readers are cautioned not to
place undue reliance on forward-looking statements, as there can be
no assurance that the future circumstances, outcomes or results
anticipated in or implied by such forward-looking statements will
occur or that plans, intentions or expectations upon which the
forward-looking statements are based will occur. While the Company
has based these forward-looking statements on its expectations
about future events as at the date that such statements were
prepared, the statements are not a guarantee that such future
events will occur and are subject to risks, uncertainties,
assumptions and other factors which could cause events or outcomes
to differ materially from those expressed or implied by such
forward-looking statements. Such factors and assumptions include,
among others, the effects of general economic conditions, the price
of gold, silver and copper, changing foreign exchange rates and
actions by government authorities, uncertainties associated with
legal proceedings and negotiations and misjudgements in the course
of preparing forward-looking information. In addition, there are
known and unknown risk factors which could cause the Company's
actual results, performance or achievements to differ materially
from any future results, performance or achievements expressed or
implied by the forward-looking statements. Known risk factors
include risks associated with the ability to obtain any necessary
approvals, waivers, consents and other requirements necessary or
desirable to permit or facilitate the proposed Arrangement, the
risk that any applicable conditions of the proposed transaction may
not be satisfied, risks associated with project development; the
need for additional financing; operational risks associated with
mining and mineral processing; fluctuations in metal prices; title
matters; uncertainties and risks related to carrying on business in
foreign countries; environmental liability claims and insurance;
reliance on key personnel; the potential for conflicts of interest
among certain officers, directors or promoters of the Company with
certain other projects; the absence of dividends; currency
fluctuations; competition; dilution; the volatility of the
Company's common share price and volume; tax consequences to U.S.
investors; and other risks and uncertainties, including those
described in the Company's Annual Information Form for the
financial year ended December 31,
2008, dated March 27, 2009
filed with the Canadian Securities Administrators and available at
www.sedar.com. Although the Company has attempted to identify
important factors that could cause actual actions, events or
results to differ materially from those described in
forward-looking statements, there may be other factors that cause
actions, events or results not to be as anticipated, estimated or
intended. There can be no assurance that forward-looking statements
will prove to be accurate, as actual results and future events
could differ materially from those anticipated in such statements.
Accordingly, readers should not place undue reliance on
forward-looking statements. The Company is under no obligation to
update or alter any forward-looking statements except as required
under applicable securities laws.
Cautionary Note to United States Investors - The information
contained herein and incorporated by reference herein has been
prepared in accordance with the requirements of Canadian securities
laws, which differ from the requirements of United States securities laws. In particular,
the term "resource" does not equate to the term "reserve". The
Securities Exchange Commission's (the "SEC") disclosure standards
normally do not permit the inclusion of information concerning
"measured mineral resources", "indicated mineral resources" or
"inferred mineral resources" or other descriptions of the amount of
mineralization in mineral deposits that do not constitute
"reserves" by U.S., unless such information is required to be
disclosed by the law of the Company's jurisdiction of incorporation
or of a jurisdiction in which its securities are traded. U.S.
investors should also understand that "inferred mineral resources"
have a great amount of uncertainty as to their existence and great
uncertainty as to their economic and legal feasibility. Disclosure
of "contained ounces" is permitted disclosure under Canadian
regulations; however, the SEC normally only permits issuers to
report mineralization that does not constitute "reserves" by SEC
standards as in place tonnage and grade without reference to unit
measures.
NEITHER THE TSX NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS
DEFINED IN THE POLICIES OF THE TSX EXCHANGE) ACCEPTS RESPONSIBILITY FOR
THE ADEQUACY OR ACCURACY OF THIS NEWS RELEASE
SOURCE Exeter Resource Corporation