VANCOUVER, Oct. 3, 2012 /CNW/ - Compass Gold Corporation (TSXV: CVB), which is focused on gold exploration on four properties in Mali, Africa's third-largest gold producer, today announced that it has been advised that a consolidation of its common shares will be necessary in connection with its proposed listing on the Australian Securities Exchange (the ASX).
The consolidation would be done to enable Compass to satisfy certain of the ASX's listing requirements. Compass announced its intention to pursue a listing of its securities on ASX in a news release issued August 24, 2012.
Compass' board of directors also believes that the consolidation may be desirable to facilitate attracting new equity investment in the company. Compass foresees that, as a company currently focused on exploration and development, further equity financings may be required from time to time for it to meet its future working capital requirements and potentially to fund acquisitions.
The Board has not yet determined a definitive consolidation ratio that will be acceptable to the ASX and that also will satisfy the company's financing requirements. However, the Board does not anticipate that a greater than 3-to-1 consolidation will be required (i.e., no more than every three (3) pre-consolidation common shares will be consolidated into one (1) post-consolidation common share). The consolidation will not change any shareholder's proportionate interest in the company. Outstanding stock options and warrants would similarly be adjusted by the consolidation ratio.
Accordingly, at Compass' upcoming annual general and special shareholder meeting, which will be held on November 1, 2012, shareholders of the company will be asked to approve the consolidation on the basis of one post-consolidation common share for every three pre-consolidation common shares, or such lesser number of pre-consolidation common shares that the directors in their discretion may determine. If the resolution is approved by a majority of shareholders at the meeting, the directors will have the sole discretion to select the final ratio and to implement the consolidation at any time prior to May 1, 2013, subject to the approval of the TSX Venture Exchange.
The company currently has 139,167,364 common shares issued and outstanding. In the event that the consolidation is conducted on a 3-to-1 basis, the company would have approximately 46,389,121 common shares outstanding following completion of the consolidation. The exact number of post-consolidation shares will most likely vary from this approximation to a small extent, depending upon the treatment of the fractions that will most likely occur when each shareholder's holdings are consolidated.
Further details regarding the consolidation are contained in the company's information circular in relation to the meeting, dated September 25, 2012, which is being mailed to shareholders and filed on SEDAR (www.sedar.com) today.
The company does not make any representation regarding the ability of the company to meet the ASX listing requirements or the possible success of the application process, or that the company will in fact apply for a listing on the ASX.
About Compass Gold Corporation
Compass Gold Corporation, a tier 2 mining issuer listed on the TSX Venture Exchange, is focused on gold exploration in Mali, Africa's third-largest producer of gold. Compass, through its wholly owned subsidiary, Africa Mining SARL, owns a 100% interest in four gold exploration permits (Yanfolila, Dandoko, Kolondieba, and Solabougouda) as well as holding applications over a further four areas, Mousala, Sirakourou, Yanfolila East, and Kolondieba Nord) covering an aggregate of 1,138 sq kms in key gold-producing regions in south west Mali, West Africa. Further information is available at www.compassgoldcorp.com.
Neither the TSX Venture Exchange nor its regulation services provider accepts responsibility for the adequacy or accuracy of this news release.
COMPASS GOLD CORPORATION
James Henderson, President
SOURCE: Compass Gold Corporation
For further information:
Investor and Media Relations
Richard W. Wertheim
Wertheim + Company Inc.
Email: [email protected]
+1 (416) 594-1600
+1 (416) 518-8479 (cell)