TORONTO, Feb. 29, 2012 /CNW/ - Jilin Jien Nickel Industry Co., Ltd. ("Jilin Jien") announced today that Jien International Investment Ltd. ("JIIL"), an affiliate of Jilin Jien and 0931017 B.C. Ltd. (the "Offeror"), acquired ownership of a total of 2,147,500 common shares ("Shares") of Goldbrook Ventures Inc. ("Goldbrook") through the facilities of the TSX Venture Exchange (the "TSXV") on February 27, 2012, representing approximately 0.95% of the outstanding Shares. Both the highest price paid and the average price paid for the Shares purchased on February 27, 2012 was $0.385 per Share. The aggregate number of Shares acquired by the Offeror and its affiliates since the commencement of the offer by the Offeror to acquire all of the issued and outstanding Shares and common share purchase warrants of Goldbrook (the "Offer") up until February 27, 2012 is 2,147,500 Shares. The average price paid for the Shares purchased by the Offeror and its affiliates since the commencement of the Offer up until February 27, 2012 is $0.385 per Share. The Offeror, together with all persons acting jointly or in concert with it, owned 12,147,500 Shares in the aggregate as of February 27, 2012, representing approximately 5.42% of the outstanding Shares.
Jilin Jien also announced today that JIIL acquired ownership of a total of 1,647,500 Shares through the facilities of the TSXV on February 28, 2012, representing approximately 0.73% of the outstanding Shares. Both the highest price paid and the average price paid for the Shares purchased on February 28, 2012 was $0.385 per Share. The aggregate number of Shares acquired by the Offeror and its affiliates since the commencement of the Offer is 3,795,500 Shares. The average price paid for the Shares purchased by the Offeror and its affiliates since the commencement of the Offer is $0.385 per Share. The Offeror, together with all persons acting jointly or in concert with it, now owns 13,795,000 Shares in the aggregate, representing approximately 6.15% of the outstanding Shares.
JIIL acquired the Shares in furtherance of the Offeror's Offer for majority ownership and control of Goldbrook. The Offeror continues to reserve the right in its Offer to acquire or cause an affiliate to acquire additional Shares, up to 5% of the outstanding Shares, based on the number of Shares outstanding at the time of the commencement of the Offer. The Offeror intends to purchase Shares pursuant to the Offer and may make future purchases after completion of the Offer as circumstances warrant.
This press release does not constitute an offer to buy or sell, or the solicitation to buy or sell, any of the securities of Goldbrook. Such an offer can only be made pursuant to an offer to purchase and accompanying offering circular filed with the securities regulatory authorities in Canada.
Notice to Shareholders In the United States
The Offer is made in the United States with respect to securities of a Canadian foreign private issuer in accordance with Canadian tender offer rules. Shareholders and warrantholders of Goldbrook resident in the United States should be aware that such requirements might be different from those of the United States applicable to tender offers under the United States Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder.
About Jilin Jien Nickel Industry Co., Ltd.
Jilin Jien Nickel Industry Co., Ltd. is one of the largest holding subsidiaries of Jilin Horoc Nonferrous Metal Group Co., Ltd., which was founded in 1960. Horoc and Jilin Jien own four nickel mines, one molybdenum mine, one silver mine, two smelters, seven refineries, and two chemical plants with total assets over RMB 3.0 billion. The company professionally provides all kinds of nickel, copper, cobalt salts and nonferrous metal products for plating, chemical plating, battery materials and metallurgy. Jilin Jien is one of the biggest producers of nickel sulphate in the world, with annual output of 25,000 tons. In September 2003, Jilin Jien was listed on the A-share market of the Shanghai Stock Exchange with the stock code 600432.
CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION
Certain information contained in this press release, including any information as to our strategy, projects, plans or future financial or operating performance and other statements that express management's expectations or estimates of future performance, constitute "forward-looking statements". All statements, other than statements of historical fact, are forward-looking statements. The words "believe", "expect", "will", "anticipate", "contemplate", "target", "plan", "continue", "budget", "may", "intend", "estimate", and similar expressions identify forward-looking statements. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to a significant business, economic and competitive uncertainties and contingencies. Jilin Jien cautions the reader that such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual financial results, performance or achievements of Jilin Jien to be materially different from Jilin Jien's estimated future results, performance or achievements expressed or implied by those forward-looking statements and the forward-looking statements are not guarantees of future performance. These risks, uncertainties and other factors include, but are not limited to: changes in the worldwide price of gold, copper or certain other commodities; inaccuracies or material omissions in Goldbrook's publicly available information or the failure by Goldbrook to disclosure events or facts which may have occurred or which may affect the significance or accuracy of any such information; the ability of Jilin Jien to complete or successfully integrate an announced acquisition proposal; operating or technical difficulties in connection with mining or development activities; availability and costs associated with mining inputs and labor; the risks involved in the exploration, development and mining business.
Except as otherwise indicated, the information concerning Goldbrook in this press release has been taken from or is based upon Goldbrook's and other publicly available documents and records on file with Canadian securities regulatory authorities and other public sources. Neither Jilin Jien nor the Offeror nor any of their respective directors or officers assumes any responsibility for the accuracy or completeness of such information, or any failure by Goldbrook to disclose events or facts which may have occurred or which may affect the significance or accuracy of any such information, but which are known to Jilin Jien and the Offeror.
Jilin Jien disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, further events or otherwise, except as required by applicable law.
For further information:
The depositary and information agent for the Offer is Kingsdale. Any questions and requests for assistance in depositing the Shares and Warrants may be directed to Kingsdale at 1-877-659-1822 or 1-416-867-2272 (collect calls accepted) or by e-mail at [email protected].