/NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO U.S. NEWSWIRE SERVICES/
TORONTO, Nov. 25 /CNW/ - Trigon Uranium Corp. ("Trigon" or "the Company") (TSXV: TEL) announced today that its offer to purchase all shares of Intercontinental Potash Corp. ("ICP") that it does not already own as described in the news release dated June 19, 2009 and the management information circular (the "Circular") dated September 28, 2009 (the "Offer") expired, as planned, on November 19, 2009. Trigon also announces that 100% of ICP shares have been tendered to the Company under the Offer. Common Shares of the Company have not yet been issued under the Offer, and will be issued once the Company has reviewed and ensured the completeness of all documentation received, including the letters of acceptance and transmittal, share certificates, and relevant tax forms for non-residents. Once the Common Shares of the Company are issued under the Offer, all conditions necessary for the closing of the reverse takeover of the Company by ICP (the "Transaction") will have been met, subject to final approval by the TSX Venture Exchange ("TSXV").
In preparation for the closing of the Transaction, Trigon has completed the following: (i) an engagement letter with Wellington West Capital Markets Inc. on September 25, 2009, pursuant to which the Company agreed to issue one common share for each common share of ICP issued pursuant to a proposed financing to raise approximately $5 million at a price to be determined in the context of the market (the "Financing"); (ii) entered into a support agreement with ICP on September 28, 2009 outlining the details of the Offer; (iii) held a special meeting of shareholders on October 26, 2009, where the Transaction and other matters were approved; (iv) delivered the Offer document and letter of acceptance and transmittal to all ICP shareholders on October 29, 2009; and (v) filed articles of amendment with Industry Canada for the consolidation of its Common Shares, subject to which Trigon consolidated its shares on a 1 for 4 basis effective October 30, 2009 (the "Consolidation").
About Intercontinental Potash Corp
ICP is developing its Ochoa New Mexico property with the primary purpose of using polyhalite as feedstock to produce Sulphate of Potash. Sulphate of Potash, "SOP" or Potassium Sulphate, is premium priced potash. The market for SOP is approximately 4 million tonnes per year. SOP is used as a significant alternative fertilizer to sylvite (Muriate of Potash or MOP) for agricultural products such as fruits, vegetables, tobacco, potatoes, and horticultural plants. SOP has low "salinity" compared to MOP, and therefore is also used in various saline soils in the world, which are found for example in China, India, the Mediterranean, and the United States. Polyhalite may also be developed as a slow release multi-nutrient fertilizer which contains the plant macronutrients Potassium, Sulphate, Magnesium and Calcium. ICP's Ochoa property consists of federal sub-surface potassium permits granted by the Bureau of Land Management ("BLM") covering more than 36,500 acres of land. All reclamation plans, environmental plans, and archeological work have been approved by BLM
Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the control of Trigon and ICP, including, but not limited to, the impact of general economic conditions, industry conditions, dependence upon regulatory and shareholder approvals, the execution of definitive documentation and the uncertainty of obtaining additional financing. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements.
Completion of the Transaction, the Consolidation, the Financing and related matters are subject to a number of conditions and the receipt of all applicable regulatory approvals, including the final approval of the TSX Venture Exchange. The Transaction cannot close until all required regulatory approvals are obtained. There can be no assurance that the Transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the Circular, any information released or received with respect to the proposed transactions may not be accurate or complete and should not be relied upon. Trading in the securities of Trigon should be considered highly speculative. The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.
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 IC Potash Corp.
For further information: For further information: please visit www.trigonuraniumcorp.com or www.intercontinentalpotash.com or contact: Intercontinental Potash Corp, Sidney Himmel, President and Chief Executive Officer, (416) 624 3781, email@example.com; or Investor Relations, Joanna Longo, Vice President, The Equicom Group, (416) 815-0700 ext. 233, firstname.lastname@example.org