Blue Note Mining Inc. Declares Dividend-In-Kind of Shares of GeoVenCap Inc.
July 12 2012 - 3:29PM
PR Newswire (Canada)
MONTREAL, July 16, 2012 /CNW Telbec/ - Blue Note Mining Inc. ("Blue
Note" or the "Corporation") announces that all resolutions relating
to board membership, appointment of auditors, share option plan,
and capital reduction regarding the shares of GeoVenCap Inc. , were
passed by a large majority of the votes cast at the annual general
and special meeting of the Corporation's shareholders held on June
28, 2012. Léon Méthot, David Crevier and John Anderson were elected
as directors. Consequently, the board of directors has declared a
dividend-in-kind (the "Dividend") of 3,973,219 common shares held
by it in the capital of GeoVenCap Inc. (the "GeoVenCap Shares").
The Corporation intends to pay the Dividend on July 31, 2012 to the
holders of record (the "Shareholders of Record") of the outstanding
common shares of the Corporation (the "Blue Note Shares") at the
close of business on July 27, 2012 (the "Record Date"). The
common shares of the Corporation will start to trade ex-dividend on
July 25, 2012 [i.e. shares of the Corporation purchased on the TSX
Venture Exchange (the "Exchange") on or after July 25, 2012 will
not be eligible to receive the GeoVenCap Shares as a
dividend-in-kind]. The Corporation would like to remind all holders
of Corporation options or warrants who intend to exercise their
securities and participate in the Dividend that they should proceed
to do so well in advance of the ex-dividend date in order to ensure
that they are eligible to receive the Dividend. The GeoVenCap
Shares were acquired by the Corporation in connection with the
previously announced sale of its New Brunswick assets to GeoVenCap
in March 2012, and subject to escrow in accordance with the rules
and policies of the Exchange. The Corporation received approval
from the Exchange for the release of the GeoVenCap Shares from
escrow for the purpose of effecting the Dividend. Upon transfer to
the Shareholders of Record, no Exchange escrow conditions will
apply to those shares, except those held by directors and officers
of Blue Note. The Corporation has filed a Form-3E with the Exchange
in respect of the Dividend, notifying the Exchange of the Record
Date. The Dividend will be paid and satisfied in full by the
Corporation transferring the GeoVenCap Shares to the Shareholders
of Record on the Record Date, on a pro-rata basis, subject to
certain adjustments to account for the Corporation's withholding
obligations under applicable tax laws. No fractional GeoVenCap
Shares, cash or any other form of payment will be payable under the
Dividend. Any fractional interests in GeoVenCap Shares under the
Dividend will be rounded up or down to the nearest whole number of
shares. Based upon the number of Blue Note Shares currently
outstanding, and without taking into account the exercise of any
options or warrants currently outstanding or the effect of rounding
for fractional interests, one GeoVenCap Share will be paid under
the Dividend for approximately every 39.95 Blue Note Shares held by
a Shareholder of Record on the Record Date. It is expected that
certificates evidencing the GeoVenCap Shares paid under the
Dividend will be mailed to the Shareholders of Record on or shortly
after the Dividend payment date. About Blue Note Mining Blue Note
Mining is a mineral exploration and mining company headquartered in
Montreal with gold properties located in the prolific
Val-d'Or region of Quebec. Blue Note also holds significant
positions in the share capital of Amex Exploration (AMX.V) and
GeoVenCap (GOV.V). Forward-Looking Statements This news release
contains discussion of items that may constitute forward-looking
statements within the meaning of securities laws that involve risks
and uncertainties. Such statements include those with respect to
the Record Date and the date on which the Dividend will be paid.
Although the Corporation believes the expectations reflected in
such forward-looking statements are based on reasonable
assumptions, it can give no assurances that its expectations will
be achieved. Such assumptions, which may prove incorrect, include
the following: (i) no event will occur or fail to occur so as to
cause those dates to be changed and (ii) no event will occur
or fail to occur so as to cause the Corporation to cancel the
dividend. Factors that could cause actual results to differ
materially from expectations include (i) the Corporation's
failure to obtain the Exchange's approval for the Dividend, (ii)
the imposition of a cease-trade or other order on the GeoVenCap
Shares and (iii) any other event or omission that would prevent the
Corporation from proceeding with the Dividend. These factors and
others are more fully discussed in the Corporation's filings with
Canadian securities regulatory authorities available at
www.sedar.com. Actual results may vary from the forward-looking
information. "Neither the TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release." BLUE NOTE MINING INC. CONTACT: Leon
MethotPresident & Chief Executive Officer514 486-3095 x
255lmethot@bluenotemining.cawww.bluenotemining.ca
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