Message #9 From:
Jason Date: April 13, 2008 07:50:09 AM
Cusac Receives Final Court Order For Arrangement with Hawthorne
Hawthorne Gold Corp. ("Hawthorne") (TSX VENTURE: HGC)(WKN: A0M55U) and
Cusac Gold Mines Ltd. ("Cusac") (TSX: CQC)(OTCBB: CUSIF)(FRANKFURT:
DCB) announce that the Supreme Court of British Columbia has issued a
final order approving the statutory plan of arrangement (the
"Arrangement") between Hawthorne and Cusac. Under the terms of the
Arrangement, shareholders of Cusac will receive one (1) common share of
Hawthorne in exchange for each nineteen (19) Cusac common shares. In
addition, for each two (2) dollars of principal and interest owed to
each Cusac convertible debentureholder, Hawthorne will issue one (1)
Hawthorne common share.
On closing of the Arrangement, Hawthorne will issue approximately
6.15 million common shares to Cusac shareholders and debentureholders
and Hawthorne will have approximately 22.5 million common shares issued
and outstanding. Cusac stock options and warrants will be assumed by
Hawthorne, using the effective nineteen (19) to one (1) ratio.
Completion of the Arrangement remains subject to certain conditions
set out in Cusac's Management Information Circular (the "Information
Circular") dated February 13, 2008, a copy of which is available at www.sedar.com.
Cusac and Hawthorne are diligently working to complete the Arrangement
which is expected to close in early April. There can be no assurance
that the Arrangement will be completed as proposed or at all.
Registered shareholders of Cusac will be required to deposit their
respective Cusac common share certificates along with a validly
completed letter of transmittal (the "Letter of Transmittal") in order
to receive their Hawthorne common shares. Similarly, Cusac
debentureholders will be required to deposit their respective Letter of
Transmittal in order to receive their Hawthorne common shares. Cusac
expects to send a Letter of Transmittal to the Cusac shareholders and
debentureholders in the week of March 31st. Further details on the
process of exchanging Cusac common shares and Cusac debentures for
Hawthorne common shares are set forth in the Information Circular.
About Hawthorne Gold Corp.
Hawthorne Gold Corp. is a Canadian-based gold exploration and
development company with key properties located in British Columbia,
Canada. Hawthorne is led by well-respected mining leaders Richard
Barclay and Michael Beley together with mining veteran Michael
Redfearn. Hawthorne's goal is to become a junior gold producer through
planned production at Table Mountain in 2009 and continued resource
development at the Frasergold and Taurus deposits.
Pursuant to an option agreement dated October 31, 2006 between
Hawthorne and Eureka Resources Inc. (TSX VENTURE: EUK), Hawthorne can
earn a 51% interest in the Frasergold property by completing sufficient
exploration expenditures totalling $3.5 million (expended), completing
a feasibility study by April 30, 2010 and making cash payments
totalling $175,000 ($75,000 paid to date) before October 31, 2009.
Hawthorne can earn a further 9% (for a total of 60%) by arranging
financing for 70% of the estimated capital costs for production.
About Cusac Gold Mines Ltd.
Founded in 1966 by respected mining leader Guilford Brett, Cusac is
a junior gold exploration and past-producing company focused primarily
on the Cassiar Gold Property, a 175 square kilometer package of mineral
claims located in north central British Columbia, Canada. The Cassiar
Gold Property hosts a number of gold assets, including the Taurus
Deposit, the fully permitted Table Mountain Gold Mine, and the Taurus
II early stage exploration area.
Certain information regarding the companies including management's
assessment of future plans and operations, may constitute
forward-looking statements under applicable securities laws and
necessarily involve risks associated with mining exploration and
development, volatility of prices, currency fluctuations, imprecision
of resource estimates, environmental and permitting risks, closing of
the Arrangement, access to labour and services, competition from other
companies and ability to access sufficient capital. As a consequence,
actual results may differ materially from those anticipated in the
forward-looking statements.
The TSX and TSX Venture Exchange do not accept responsibility for the adequacy or accuracy of this release.
Contacts:
Hawthorne Gold Corp.
Robert Ferguson
(604) 629-1505 or Toll Free: 1-888-629-1505
