/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES/
CALGARY, April 26 /CNW/ - CMQ Resources Inc. ("CMQ") (TSXV: NV) has prepared and filed its annual financial statements and
management and discussion analysis for the year ended December 31,
2010. Those filings can be viewed on SEDAR at www.sedar.com.
Also, as previously disclosed on April 1, 2011, CMQ has filed a final
long form prospectus with the securities regulatory authorities in each
of the Provinces of British Columbia, Alberta, Ontario and Quebec in
connection with its offering (the "Rights Offering") of rights (the "Rights") to purchase common shares of CMQ ("Common Shares"). The Rights Offering involves the issuance of Rights to subscribe
for up to 50,266,692 Common Shares, with each 0.13 of a Right being
exercisable for one Common Share at a price of $0.10. The Rights
Offering is expected to raise up to approximately $5,000,000.
CMQ has entered into a stand-by commitment agreement with Matco
Investments Ltd. ("Matco"), an insider and principal creditor of CMQ, pursuant to which Matco
has agreed to purchase, at a price equal to $0.10 per Common Share,
such number of Common Shares not otherwise purchased under the Rights
Offering so as to provide CMQ with gross proceeds from the Rights
Offering of not less than $2,500,000.
Rights may be exercised until 5:00 p.m. (Toronto time) on May 10, 2011
(the "Expiry Time"). The closing of the Rights Offering is scheduled to occur on May 11,
2011 and is subject to the satisfaction of customary closing
The final prospectus and certificates representing the Rights (the "Certificates'') have been previously mailed to all registered shareholders located
in the provinces of British Columbia, Alberta, Quebec and Ontario (the
"Eligible Jurisdictions''). Subject to certain exceptions, Certificates have not been and will
not be mailed to registered shareholders located outside of the
Eligible Jurisdictions. Such shareholders will not be permitted to
exercise their Rights and in certain cases the rights agent engaged by
CMQ will attempt to sell such Rights on behalf of the relevant class of
shareholders. Shareholders should consult the final prospectus and
their financial advisors to determine their rights and entitlements
under the Rights Offering.
Holders of Rights who fully exercise their Rights under the basic
subscription privilege will be entitled to subscribe pro rata for
additional Common Shares, if available, that were not subscribed for
initially on or before the Expiry Time.
Registered shareholders wishing to exercise their Rights must forward
their Certificate, completed in accordance with the instructions on
such Certificate, along with the applicable funds to Computershare
Investor Services Inc. by the Expiry Time. Beneficial shareholders
should contact their broker. Shareholders requiring additional
information may refer to a copy of the final prospectus available on
SEDAR at www.sedar.com.
The Rights to purchase Common Shares are currently listed on the TSX
Venture Exchange (the "TSXV") under the symbol NV.RT.
A copy of the final prospectus has been filed on SEDAR and is available
for review at www.sedar.com.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the securities in the United States, in any province or territory of Canada or in any other jurisdiction. The securities to be offered have not
been, and will not be, registered under the United States Securities
Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state
securities laws and may not be offered or sold in the United States or
to United States persons absent registration or absent an applicable
exemption from the registration requirements of the U.S. Securities Act
and applicable U.S. state securities laws. There shall be no sale of
the securities in any jurisdiction in which an offer to sell, a
solicitation of an offer to buy or a sale would be unlawful.
This press release contains certain forward-looking statements and
forward-looking information (collectively referred to herein as "forward-looking statements") within the meaning of Canadian securities laws. All statements other
than statements of historical fact are forward-looking statements.
Forward-looking statements typically contain statements with words such
as "anticipate", "believe", "plan", "continuous", "estimate", "expect",
"intend", "may", "will", "shall", "project", "would", "should", or
similar words suggesting future outcomes
Undue reliance should not be placed on forward-looking statements, which
are inherently uncertain, are based on estimates and assumptions, and
are subject to known and unknown risks and uncertainties (both general
and specific) that contribute to the possibility that the future events
or circumstances contemplated by the forward-looking statements will
not occur. There can be no assurance that the plans, intentions or
expectations upon which forward-looking statements are based will in
fact be realized. Actual results will differ, and the difference may be
material and adverse to CMQ and shareholders. Forward-looking
statements are based on management's current beliefs as well as
assumptions made by, and information currently available to,
management. Though management considers these assumptions to be
reasonable based on information currently available to it, they may
prove to be incorrect. By their very nature, forward-looking statements
involve inherent risks and uncertainties, both general and specific,
and risks that forward-looking statements will not be achieved. The
forward-looking statements contained in this press release are made as
of the date hereof and CMQ does not undertake any obligation to update
publicly or to revise any of the included forward-looking statements,
except as required by applicable law. The forward-looking statements
contained herein are expressly qualified by this cautionary statement.
SOURCE CMQ Resources Inc.
For further information:
For more information on CMQ visit the CMQ website at (www.cmqresources.com) or please contact: Ryan Jennings, CMQ Resources Inc., telephone number (403) 294-6496.