/THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE OR
DISTRIBUTION IN OR INTO THE UNITED STATES OF AMERICA OR TO A US PERSON.
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, AUSTRALIA OR JAPAN./
TORONTO, March 13 /CNW/ - Eurasia Gold Inc. ("Eurasia" or, the "Company")
(TSX: EGX) is announcing today that its shareholders have approved the
acquisition by the Company of entities which hold or will acquire 100% of the
rights to the Bozymchak Gold-Silver-Copper Project in Kyrgyzstan and to the
Akjilga Silver Project in Tajikistan (the "Acquisition").
The Acquisition is a "related party transaction" within the meaning of
OSC Rule 61-501 ("Rule 61-501") and, as such, required the approval of a
majority of votes cast at the special meeting of Eurasia's shareholders (held
today) present in person or by proxy, excluding votes cast by those Eurasia
shareholders required to be excluded pursuant to the minority approval
provisions of Rule 61-501. No excluded votes were cast at the meeting and as a
result 99.9% of the 40,315,265 votes cast by minority shareholders on the
resolution were cast in favour.
The parties will proceed to complete the Acquisition and have agreed to
amend the time for completion of the Acquisition until March 31, 2007. Given
the postponement of the Company's secondary listing on the Main Market of the
London Stock Exchange and the offering of new shares to institutional
investors, the Company has agreed to a private placement of C$20 million of
new treasury shares to its controlling shareholder in order to meet near-term
funding requirements for the new projects. The shares will be issued at the
market price determined at the close of trading on March 13, 2007. The
Acquisition will close following completion of this private placement. The
Company will continue to evaluate longer term financing alternatives.
The private placement remains subject to all required regulatory
approvals, including those of the Toronto Stock Exchange.
Eurasia shareholders also approved a special resolution authorizing
Eurasia to make a continuation application to the registrar under the Business
Corporations Act (British Columbia) for the continuation of Eurasia as a
company under that Act.
This news release contains forward-looking statements contained that are
not historical facts. Forward-looking statements involve risks, uncertainties
and other factors that could cause actual results, performance, prospects and
opportunities to differ materially from those expressed or implied by such
forward-looking statements. Forward looking statements in this news release
include, but are not limited to, completion of the Acquisition and private
placement. Factors that could cause actual results to differ materially from
these forward-looking statements include those risks set out in Eurasia's
public documents filed on SEDAR. Although Eurasia believes that the
assumptions and factors used in preparing the forward-looking statements are
reasonable, undue reliance should not be placed on these statements, which
only apply as of the date of this news release, and no assurance can be given
that such events will occur in the disclosed time frames or at all. Eurasia
disclaims any intention or obligation to update or revise any forward-looking
statement, whether as a result of new information, future events or otherwise.
These materials are not for distribution, directly or indirectly, in or
into the United States, Australia, or Japan. This document does not constitute
an offer of securities for sale in the United States, nor may any securities
be offered or sold in the United States absent registration or an exemption
from registration as provided in the US Securities Act of 1933, and the rules
and regulations thereunder. No securities are being registered for offer or
sale in the United States and no public offering of any securities in the
United States will be made.
The information contained herein does not constitute an offer to sell or
the solicitation of an offer to buy nor shall there by any sale of any
securities in any jurisdiction in which such offer, solicitation or sale would
be unlawful prior to registration, exemption of registration or qualification
under the securities laws of any such jurisdiction.
No stock exchange, securities commission or other regulatory authority
has approved or disapproved the information contained herein.
For further information:
For further information: Baltabek Mukashev, President and CEO, + 7 3272
37 83 06, firstname.lastname@example.org; Eurasia Gold Inc., (416)