Printer Friendly
The Free Library
19,604,538 articles and books
Member login
User name  
Password 
 
Join us Forgot password?

Aurora Platinum to Acquire Controlling Interest in Consolidated Takepoint in Exchange for Mineral Assets.


Business Editors

VANCOUVER, British Columbia--(BUSINESS WIRE)--July 31, 2002

Aurora Platinum Corp. ("Aurora")(TSX TSX Toronto Stock Exchange (TSE before April, 2002)
TSX Transfer from Stack Pointer to Index
TSX True Space Extension
 VENTURE:ARP) and Consolidated Takepoint Ventures Ltd. ("Takepoint") (TSX VENTURE:CTK CTK Christ The King (school; various locations)
CTK Ceská Tisková Kancelár (Czech News Agency)
CTK Composite Tool Kit
CTK Configuration Toolkit
CTK Chance to Kill (video games) 
) have entered into an agreement (the "Acquisition Agreement") dated July 29, 2002 regarding Takepoint's proposed acquisition of interests in certain mineral claims and related rights (the "Mineral Assets") held by Aurora in exchange for Takepoint issuing to Aurora 13,000,000 common shares (the "Acquisition Shares") and 550,000 share purchase warrants ("Acquisition Warrants"). Each Acquisition Warrant will allow Aurora to acquire one common share of Takepoint for $0.24 within 2 years from the date of closing. As the acquisition of the Mineral Assets will constitute a change of control of Takepoint, the transaction will be treated as a reverse takeover A reverse takeover occurs when a publicly-traded smaller company acquires ownership of a larger company. It typically requires reorganization of capitalization of the acquiring company.  ("RTO (Recovery Time Objective) The amount of time a computer system or application can stop functioning before it is considered intolerable to the enterprise. It can be computed to be from seconds to days, depending on how critical the application is to the organization. ") of Takepoint under the policies of the TSX Venture Exchange TSX Venture Exchange

Originally called the Canadian Venture Exchange (CDNX), this was a result of the merger of the Vancouver and Alberta stock exchanges. The goal of TSX Venture Exchange is to provide venture companies with effective access to capital while protecting investors.
 (the "Exchange") and it is anticipated that the securities issued to Aurora will be subject to escrow escrow

Instrument, such as a deed, money, or property, that constitutes evidence of obligations between two or more parties and is held by a third party. It is delivered by the third party only upon fulfillment of some condition.
 restrictions in accordance with the policies of the Exchange, as well as resale restrictions applicable to control persons under applicable securities laws.

Concurrent with and part and parcel of the acquisition of the Mineral Assets and the RTO, Takepoint proposes to complete a private placement (the "Private Placement") to raise up to $1 million through the sale of up to 5,555,556 units at $0.18 per unit. Each unit will consist of one common share and one half of a common share purchase warrant, with each full share purchase warrant entitling the holder to buy one common share at $0.36 within 12 months after closing. The proceeds of the Private Placement will be applied to initial exploration work on the mineral interests to be acquired from Aurora and for general corporate purposes. The Private Placement is subject to Exchange acceptance.

The Mineral Assets that Takepoint intends to acquire are comprised of a number of claim blocks staked by Aurora in an area of northern Ontario Northern Ontario is the part of the province of Ontario which lies north of Lake Huron (including Georgian Bay), the French River and Lake Nipissing.

Northern Ontario has a land area of 802,000 km² (310,000 mi²) and constitutes 87% of the land area of Ontario, although it
 ("Area of Interest") and rights to certain proprietary geophysical ge·o·phys·ics  
n. (used with a sing. verb)
The physics of the earth and its environment, including the physics of fields such as meteorology, oceanography, and seismology.
, geological and structural information in the Area of Interest. Takepoint will have non-exclusive exploration and development rights in the Area of Interest for all metals and minerals except kimberlites, subject to certain back-in rights and a 1.5% net smelter return royalty held by a third party, to a maximum royalty of $2.5 million per mine developed.

Geophysical consultants for Aurora have reviewed proprietary airborne magnetic/electromagnetic data over the Area of Interest. Helicopter supported geological reconnaissance work, at a cost of approximately $110,000 to the end of June 2002, has been conducted and is continuing. Evaluation of the Area of Interest is in progress and sampling by Aurora has identified a number of significant mineral prospects in several areas. A two-phase exploration program for the property is recommended with an expenditure of $400,000 in Phase I and $600,000 in Phase II.

Completion of the acquisition of the Mineral Assets is subject to a number of conditions, including but not limited to Exchange acceptance, Takepoint shareholder approval, due diligence Research; analysis; your homework. This term has caught on in all industries, because it sounds so "wired." Who would want to do analysis or research when they can do due diligence. See wired.  examinations, completion of the Private Placement and receipt of all necessary technical reports concerning the Mineral Assets. The acquisition cannot close until the required Takepoint shareholder approval is obtained and Takepoint intends to schedule a meeting of shareholders as soon as practicable to consider the RTO, among other things. There cannot be assurances that the transaction will be completed as proposed or at all.

Takepoint will be required to retain a sponsor in connection with the RTO and is presently negotiating an agreement for a sponsor. An agreement to sponsor should not be construed as any assurance with respect to the merits of the transaction or the likelihood of completion.

Upon completion of the RTO, it is expected that all of the directors

of Takepoint except Anthony R. Harvey will resign from the Board of Directors of Takepoint and Aurora will nominate three new directors, being John G. Paterson, Michael D. Winn and Thomas W. Beattie. It is intended that Mr. Paterson will be appointed as President and Susy Horna as Secretary.

Mr. Paterson is a Professional Geologist who has been Chief Executive Officer and a Director of Southwestern Resources Corp. since June 1992. He was President and a Director of Aurora from May 2000 to June 2002, President of Canabrava Diamond Corp. from November 1994 to November 1997 and a Director of Canabrava from November 1994 to February 2002. Mr. Winn has been President of Terrasearch Inc., a financial consulting company Noun 1. consulting company - a firm of experts providing professional advice to an organization for a fee
consulting firm

business firm, firm, house - the members of a business organization that owns or operates one or more establishments; "he worked for a
, since January 1997. He was a Financial Analyst with Global Resource Investments Ltd. from 1994 to 1996 and a Geologist with CDM 1. CDM - Content Data Model
2. CDM - Code Division Multiplexing
 Federal Programs Corporation from 1990 to 1993. Mr. Beattie is a lawyer who has been Vice-President, Corporate Development and Corporate Secretary of Aurora since May 2000 and Vice-President, Corporate Development and Secretary of Southwestern Resources Corp. and Canabrava Diamond Corporation since 1996. Susy Horna has performed corporate secretarial functions for a number of public companies for several years.

After the issuance of the Acquisition Shares and Acquisition Warrants, and completion of the Private Placement, it is expected that Takepoint will have 21,231,867 shares outstanding (25,115,201 shares on a fully diluted basis). The Acquisition Shares held by Aurora will represent 61.23% of the 21,231,867 outstanding shares and 53.95% of the 25,115,201 outstanding shares on a fully diluted basis. Under the terms of the Acquisition Agreement, Aurora will have the right to maintain a 58% equity interest in Takepoint by participating in further equity financings Equity Financing

The act of raising money for company activities by selling common or preferred stock to individual or institutional investors. In return for the money paid, shareholders receive ownership interests in the corporation.
 so long as Aurora holds at least 20% of the issued shares of Takepoint.

Consolidated Takepoint Ventures Ltd., a Yukon corporation, is currently an inactive issuer whose shares have been halted from trading on the Exchange as a result of the RTO. Trading in the common shares of Takepoint is expected to remain halted until the RTO completes.

Aurora Platinum Corp., a Yukon corporation, is actively exploring for nickel-copper-platinum-palladium deposits in Ontario and Quebec. The Company has a joint venture with Falconbridge Limited in the Sudbury District (Foy and Footwall foot·wall  
n. Geology
1. The mass of rock underlying a mineral deposit in a mine.

2. The underlying block of a fault having an inclined fault plane.
 Properties) and a joint venture with Inco Limited (AEM AEM Applied and Environmental Microbiology (journal)
AEM Association of Equipment Manufacturers
AEM Academic Emergency Medicine (journal)
AEM Agnico-Eagle Mines Limited
AEM Advanced Engine Management
 Property) covering a large area in northern Ontario and in the Sudbury District (Nickel Lake Project). Aurora is also aggressively exploring its 100%-owned Lansdowne and Fishtrap Lake Fishtrap Lake is a 1,130 acre (5 km) artificial lake in Pike County, Kentucky. Dedicated by President Lyndon B. Johnson in 1968, The lake was formed by the impounding of the Levisa Fork of the Big Sandy River by the United  Properties in northwestern Ontario Northwestern Ontario is the region within the Canadian province of Ontario which lies north and west of Lake Superior, and west of Hudson Bay and James Bay. It includes most of subarctic Ontario. , and the Midrim/Belleterre/Angliers Project in Quebec. These projects are not included in the Mineral Assets. Aurora is a Tier 1 company on the Exchange. There is no individual who directly or indirectly beneficially holds a controlling interest controlling interest

The ownership of a quantity of outstanding corporate stock sufficient to control the actions of the firm. Controlling interest often involves ownership of significantly less than 51% of a firm's outstanding stock because many owners fail
 in or who otherwise controls or directs Aurora.

Investors are cautioned that, except as disclosed in the management information circular Information Circular

A document sent to shareholders outlining important matters to be discussed at the annual shareholders' meeting.

Notes:
Sent along with a proxy, the information circular may cover matters such as the election of the Board of Directors, possible
 of Takepoint to be prepared in connection with the transaction, any information released or received with respect to the RTO may not be accurate or complete and should not be relied upon. Trading in the securities of Takepoint should be considered highly speculative.

Some of the statements in this news release contain forward-looking information, which involves inherent risk and uncertainty affecting the businesses of Takepoint and Aurora. Actual results may differ materially from those currently anticipated in such statements.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.
COPYRIGHT 2002 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2002, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

 Reader Opinion

Title:

Comment:



 

Article Details
Printer friendly Cite/link Email Feedback
Comment:Aurora Platinum to Acquire Controlling Interest in Consolidated Takepoint in Exchange for Mineral Assets.
Publication:Business Wire
Geographic Code:1CANA
Date:Jul 31, 2002
Words:1212
Previous Article:LiveVault and IDOM Protect Electronic Data Assets for Banking Industry.
Next Article:Ashton Mining of Canada Inc.: Artemisia Mini-Bulk Sample Results; Thrift Kimberlite Diamondiferous.



Related Articles
Aurora Platinum Corp.: Airborne Geophysical Acquisition Agreement Signed with Inco.
Maxy To Acquire Diamond Assets From Aurora.
Aurora Platinum Corp. to Acquire Controlling Interest in Consolidated Ouro Brasil Ltd. in Exchange for Diamond Assets.
Aurora Signs Second Airborne Geophysical Acquisition Agreement With Inco.
Aurora Platinum Acquires Controlling Interest in Consolidated Ouro Brasil in Exchange for Kimberlite Assets.
Aurora Platinum Acquires Controlling Interest in Lake Shore Gold Corp. in Exchange for Mineral Assets.
Aurora Signs Data Acquisition Agreement With Inco.
FNX Mining To Acquire Aurora Platinum.
FNX-panding in Sudbury.
Junior miner is the belle of the ball: smart acquisitions and sky-high metal prices have propelled FNX stock to triple in value in 36 months.

Terms of use | Copyright © 2012 Farlex, Inc. | Feedback | For webmasters | Submit articles