TORONTO, Dec. 20, 2012 /CNW/ - Galway Resources Ltd. (GWY: TSX-V) ("Galway") is pleased to announce the completion of its plan of arrangement (the "Arrangement") with AUX Acquisition 2 S.àr.l, its wholly-owned Ontario subsidiary,
AUX Canada Acquisition 2 Inc. ("AUX Canada"), Galway Metals Inc. ("Galway Metals") and Galway Gold Inc. ("Galway Gold"). Pursuant to the Arrangement, AUX Canada has acquired all of the
outstanding common shares of Galway for consideration, on a per common
share basis, of $2.05 in cash, one common share of Galway Metals and
one common share of Galway Gold.
Delisting of Galway's common shares from the TSX Venture Exchange ("TSX-V") is expected to occur shortly and an application for Galway to cease
to be a reporting issuer in the provinces of British Columbia and
Alberta will be filed as soon as possible. As of December 17, 2012, the
shares of Galway Metals and the shares of Galway Gold have been
conditionally approved to be listed on the TSX-V under the symbols
"GWM" and "GLW", respectively. Final listing of the shares of each of
Galway Metals and Galway Gold remains subject to the company satisfying
listing conditions of the TSX-V. Given the non-North American assets of
Galway Gold and the attendant incremental regulatory requirements, it
is expected that the common shares of Galway Metals will be listed for
trading prior to the common shares of Galway Gold. Upon completion of
the Arrangement, each of Galway Metals and Galway Gold became a
reporting issuer in the provinces of British Columbia and Alberta. Each
of Galway Metals and Galway Gold intend to file an application to
become a reporting issuer in the province of Ontario.
Former registered shareholders and warrantholders of Galway are required
to submit certificates representing their Galway common shares or
warrants together with a letter of transmittal to Kingsdale Shareholder
Services Inc. in order to receive the consideration to which they are
entitled under the Arrangement. Galway security holders with questions
about the process relating to submitting their certificates may contact
Kingsdale toll-free at 1 (866) 581-0512. Outside of North America,
please dial 416-867-2272, or email email@example.com.
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.
Forward Looking Statements:
Certain statements contained in this release containing words like
"believe", "intend", "may", "will", "expect", "would" and other similar
expressions, are forward-looking statements that involve a number of
risks and uncertainties. This forward-looking information relates to,
among other things, the delisting of Galway's common shares and the
final listing and trading of the common shares of each of Galway Metals
and Galway Gold. Statements in this release that are forward-looking
statements are subject to various risks and uncertainties. Such
information contained herein represents management's best judgment as
of the date hereof based on information currently available. Galway
does not assume the obligation to update any forward-looking statement,
except as required by law.
SOURCE: Galway Resources Ltd.
For further information:
Kingsdale Shareholder Services Inc.
Tel: 1 (866) 581-0512 (North American Toll Free) or Collect (416 867 2272)