CALGARY, Dec. 23, 2013 /CNW/ - Montana Exploration Corp. ("Montana") (TSXV:MTZ) announces that the outside date for the previously announced arrangement between Waldron, its security holders and Montana (the "Arrangement") has been extended to January 31, 2014. Waldron will be bound by the non-solicitation provisions of the Arrangement during the period of the extension. In conjunction with the extension, ANG Partners, Ltd., as associate of Mr. Jim Collins, a controlling shareholder and member of the Board of Montana has agreed to subscribe for 4,444,445 Waldron shares at $0.45 per share for gross proceeds of $2,000,000 subject to stock exchange and other approvals. Montana is optimistic that the company will satisfy the remainder of the conditions precedent to closing of the Arrangement including securing additional cash commitments.
Forward Looking Statements
This press release contains statements that constitute "forward-looking information" or "forward-looking" statements" (collectively "forward-looking information") within the meaning of applicable securities legislation. Forward-looking information is often, but not always, identified by the use of words such as "anticipate", believe", "expect", "plan", "intend", "forecast", "target", "project", "guidance", "may", "will", "should" "could", "estimate", "predict" or similar words suggesting future outcomes or language suggesting an outlook. This forward-looking information includes, among others, statements regarding: the Arrangement; satisfaction of the conditions to completion of the Arrangement; closing of the Arrangement; and other expectations, beliefs, plans, goals, objectives, assumptions, information and statements about possible future events, conditions, results of operations or performance.
Various assumptions were used in drawing the conclusions or making the forecasts and projections contained in the forward-looking information contained in this press release. In respect of the forward-looking statements and information concerning the anticipated completion of the Arrangement, Montana has provided such in reliance on certain assumptions that they believe are reasonable at this time, including the necessary regulatory, stock exchange and other third party approvals; and the ability of the parties to satisfy, in a timely manner, the other conditions to the closing of the Arrangement.
Forward-looking information is based on current expectations, estimates and projections that involve a number of risks, which could cause actual results to vary and in some instances to differ materially from those anticipated by Montana and described in the forward-looking information contained in this press release. Undue reliance should not be placed on forward-looking information. The material risk factors include, but are not limited to: failure of Montana or Waldron to obtain necessary regulatory, stock exchange and other third party approvals, the ability of the parties to satisfy, in a timely manner, the other conditions to the closing of the Arrangement; the possibility that government policies or laws may change or governmental approvals may be delayed or withheld; and Montana's ability to implement its business strategy. Readers are cautioned that the foregoing list of risk factors is not exhaustive. Failure to obtain the necessary approvals, or the failure of Montana or Waldron to otherwise satisfy the conditions to the Arrangement, may result in the Arrangement not being completed on the proposed terms, or at all.
The forward-looking statements and information contained in this press release are also affected by the risk factors, forward-looking statements and assumptions and uncertainties described in Montana's and Waldron's reports on file with applicable securities regulatory authorities and which may be accessed on each party's SEDAR profile at www.sedar.com. Readers are cautioned that the foregoing list of factors that may affect future results is not exhaustive. When relying on our forward-looking statements to make decisions with respect to Montana, Waldron and the Arrangement, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Furthermore, the forward-looking statements contained in this press release are made as of the date of this press release and Montana and Waldron do not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law. The forward-looking statements contained in this joint press release are expressly qualified by this cautionary statement.
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: Montana Exploration Corp.
For further information:
on Montana and the Arrangement, please contact:
Montana Exploration Corp.
Chairman and Chief Executive Officer
Telephone: (403) 265-9091
Email: [email protected]
Vice President Finance and Chief Financial Officer
Telephone: (403) 265-9091
Email: [email protected]