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TORONTO, Dec. 4 /CNW/ - Trigon Uranium Corp. ("Trigon" or the "Company") (TSXV: TEL) announced today it has completed the previously announced acquisition of Intercontinental Potash Corp. ("ICP"), which is now the wholly owned operating subsidiary of Trigon. The common shares of Trigon will resume trading on the TSX Venture Exchange (the "Exchange") under the trading symbol "ICP", subject to the Company fulfilling the customary requirements of the Exchange and to the approval of its new name by Industry Canada.
Trigon also announced that it has raised approximately $7.136 million through the issuance of 17,841,900 units at a price of $0.40 (forty cents) per unit. Each unit is composed of one Trigon common share and one-half of one common share purchase warrant. Each warrant is exercisable for one common share of Trigon within two years of issue at a price of $0.65. In the event that the closing price of the common shares of the Company is equal to or greater than $1.00 for a period of 20 consecutive business days, the expiry date of the warrants may be accelerated to the date which is 30 days following the dissemination of a press release by ICP announcing the accelerated expiry date. The proceeds of the financing are expected to be used to: complete the phase 1 and phase 2 exploration drilling programs on ICP's Ochoa property; to finalize the pre-feasibility study (expected in the third quarter of 2010); and for general working capital. The financing remains subject to the final approval of the Exchange. Upon completion of the transaction, Trigon has 59,397,490 common shares outstanding. Additional detail on the financing is presented below and can be found in the Information Circular of Trigon filed on SEDAR at www.sedar.com.
The private placement was completed through a syndicate of agents led by Wellington West Capital Markets Inc. and including Genuity Capital Markets. In connection with the financing, Trigon also issued an aggregate of 398,300 compensation warrants to the agents, which are subject to a statutory hold period expiring on April 3, 2010. The compensation warrants are exercisable for one common share of Trigon within twelve months of issue at a price of $0.40.
Details of Financing Transactions on an Unconsolidated Basis:
On December 2 and 3, 2009, ICP completed its private placement financing of 17,841,900 units ("Units") at a price of $0.40 per Unit (forty cents) for aggregate gross proceeds to ICP of approximately $7.136 million. Each Unit was comprised of one common share of ICP and one-half of one common share purchase warrant of ICP (each whole such warrant, a "Warrant"), with each Warrant being exercisable for one common share of ICP within two years of issue at a price of $0.65. In the event that the closing price of the common shares of the Company is equal to or greater than $1.00 for a period of 20 consecutive business days, the expiry date of the Warrants may be accelerated to the date which is 30 days following the dissemination of a press release by ICP announcing the accelerated expiry date.
Immediately following the completion of the financing, Trigon completed an exempt take-over bid (the "Take-Over Bid") pursuant to which it acquired all of the common shares of ICP that were issued in the financing in consideration of the issuance of one common share of the Company for each such common share of ICP. In addition, following the completion of the Take-Over Bid, the Warrants are exercisable into common shares of the Company.
About Trigon Uranium
Trigon Uranium (TSXV: ICP), through its wholly owned operating subsidiary, Intercontinental Potash Corp ("ICP") is developing its Ochoa New Mexico property with the primary purpose of using polyhalite as feedstock to produce Sulphate of Potash. Sulphate of Potash, "SOP" or Potassium Sulphate, is premium priced potash. The market for SOP is approximately 4 million tonnes per year. SOP is used as a significant alternative fertilizer to sylvite (Muriate of Potash or MOP) for agricultural products such as fruits, vegetables, tobacco, potatoes, and horticultural plants. SOP has low "salinity" compared to MOP, and therefore is also used in various saline soils in the world, which are found for example in China, India, the Mediterranean, and the United States. Polyhalite may also be developed as a slow release multi-nutrient fertilizer which contains the plant macronutrients Potassium, Sulphate, Magnesium and Calcium. ICP's Ochoa property consists of federal sub-surface potassium permits granted by the Bureau of Land Management ("BLM") covering more than 36,500 acres of land. All reclamation plans, environmental plans, and archeological work have been approved by BLM.
Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the control of Trigon and ICP, including, but not limited to, the impact of general economic conditions, industry conditions, dependence upon regulatory and shareholder approvals, the execution of definitive documentation and the uncertainty of obtaining additional financing. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements.
Completion of the RTO, the Consolidation, the financing noted above, and related matters are subject to a number of conditions and the receipt of all applicable regulatory approvals, including the final approval of the TSX Venture Exchange. The RTO cannot close until all required regulatory approvals are obtained. There can be no assurance that the transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the Circular, any information released or received with respect to the proposed transactions may not be accurate or complete and should not be relied upon. Trading in the securities of Trigon should be considered highly speculative. The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.
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.
SOURCE IC Potash Corp.
For further information: For further information: please visit www.trigonuraniumcorp.com or www.intercontinentalpotash.com or contact: Investor Relations, Joanna Longo, Vice President, The Equicom Group, (416) 815-0700 ext. 233, email@example.com