TORONTO, Oct. 24 /CNW Telbec/ - Sino Gold Mining Limited (together with
its subsidiaries, "Sino Gold") (ASX: SGX, SEHK: 1862) and Golden China
Resources Corporation ("Golden China") (TSX/ ASX: GCX) announced the mailing
today of the Sino Gold take-over bid circular and the Golden China directors'
circular in connection with the previously announced Offer of Sino Gold for
all of the outstanding Golden China common shares.
Under the Offer, Golden China shareholders will receive 0.2222 of a Sino
Gold share for every Golden China common share they hold. The Offer implies a
value for each Golden China share of C$1.55 (A$1.80) based on the closing
price of Sino Gold shares on ASX of A$8.11 on 19 October 2007 (the "Implied
Offer Price"). The Implied Offer Price represents a premium of 83% to the
closing price of Golden China shares on the TSX of C$0.85 (A$0.95) on
10 August 2007, the last trading date prior to announcement of the Offer.
This Offer will be open for acceptance until 11:59 p.m. (Vancouver,
Canada time) on November 29, 2007 / 6:59 p.m. (Sydney, Australia time) on
November 30, 2007.
Full details of the Offer, including the conditions thereto, are
contained in the Sino Gold take-over bid circular which, together with the
Golden China directors' circular, have been mailed to Golden China
securityholders and have also been filed on Sedar at www.sedar.com.
Cautionary Statement on Forward-Looking Information
Certain information included in this release, including any information
as to future financial or operating performance and other statements that
express expectations or estimates of future performance, constitute
"forward-looking statements". The words "expect", "will", "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 of Sino Gold and Golden China
(collectively, the "Companies"), as applicable, are inherently subject to
significant business, economic and competitive uncertainties and
contingencies. The Companies caution 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
each of the Companies, as applicable, to be materially different from their
respective 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 or certain other commodities (such as fuel and electricity) and other
currencies; changes in U.S. dollar interest rates or gold lease rates; risks
arising from holding derivative instruments; ability to successfully integrate
acquired assets; legislative, political or economic developments in the
jurisdictions in which the Companies carry on business; operating or technical
difficulties in connection with mining or development activities; employee
relations; availability and increasing costs associated with mining inputs and
labour; the speculative nature of exploration and development, including the
risks of diminishing quantities or grades of reserves, adverse changes in our
credit rating, contests over title to properties, particularly title to
undeveloped properties; and the risks involved in the exploration, development
and mining business. These factors are discussed in greater detail in the
Companies respective statutory releases filed with the Australian securities
regulatory authorities and in Golden China's most recent Annual Information
Form filed with the Canadian provincial securities regulatory authorities.
Each of the Companies disclaim any intention or obligation to update or
revise any forward-looking statements whether as a result of new information,
future events or otherwise, except as expressly required by applicable law.
NONE OF THE TSX, THE ASX NOR THE HKSE HAVE REVIEWED OR ACCEPT
RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
For further information:
For further information: regarding Sino Gold please contact: Investor
Enquiries: Jake Klein, CEO or Roger Howe, Investor Relations, +61 2 8259 7000,
email@example.com; Media Enquiries: Kate Kerrision, +61 2 6746 3221,
firstname.lastname@example.org; Or visit the Sino Gold website www.sinogold.com.au;
For further information regarding Golden China please contact: Investor
Enquiries: Greg Starr, President & CEO, +61 2 9252 8055,
email@example.com; Garry Stein, Vice President & Chief Investment
Officer, +1 416-366-8818 Ext. 235, firstname.lastname@example.org; Media Enquiries:
Kristen Humphrey, Communications Manager, +1 416-366-8818 Ext. 230,
email@example.com; Renmark Financial Communications Inc.: Barbara
Komorowski: firstname.lastname@example.org; Julien Ouimet:
email@example.com, (514) 939-3989, Fax: (514) 939-3717,
www.renmarkfinancial.com; Or visit the Golden China website