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Cranbrook BC, 20
December, 2010: Copper Canyon Resources Limited (?Copper Canyon? or the
?Company?) (TSX-V:CPY) is responding to an announcement made Monday
December 20th by NovaGold Resources Inc. (?NovaGold?) that it intends to make an offer to
purchase by way of an unsolicited takeover bid circular (the ?Takeover
Bid?) all of the shares of Copper Canyon for an effective price of
approximately $.60 per share.
Under
the terms of the announced proposed Takeover Bid, the common shares of
Copper Canyon (the ?Common Shares?) would be exchanged for common shares
of NovaGold (?NovaGold
Common Shares?) on the basis of 0.0425 of a NovaGold
Common Share for each one Common Share, representing an effective
purchase price of $.60 per Common Share, based upon the closing price of
the Common Shares and the NovaGold Common
shares on the TSX Venture Exchange (?TSX-V?) and the Toronto Stock
Exchange (?TSX?), respectively, on December 17th, 2010.
Copper
Canyon?s principal asset is its 40% joint
venture interest in the Copper Canyon copper-gold-silver property that is
adjacent to the Galore Creek project, owned equally by NovaGold and Teck Resources
Limited. A wholly-owned subsidiary of NovaGold
owns the remaining 60% joint venture interest in the Copper Canyon
property. Copper Canyon also holds a 100% interest in the
?Abo? gold
project located near Harrison, B.C.
Tim
J. Termuende, President and Chief Executive
Officer of Copper Canyon, stated: ?By making an
offer for Copper Canyon, NovaGold has clearly
acknowledged the quality and caliber of the Copper Canyon assets. We are
surprised by the timing of this offer so close to the Holiday season, but
are not unprepared?.
Discussions
with Copper Canyon?s
shareholders, which together with insiders control a substantial
percentage of Copper Canyons? fully diluted shares,
have indicated strong support for Copper Canyon?s
management and a belief in the long-term value of the Company?s
assets - value that is apparently not reflected in the NovaGold offer.
The
Board of Directors of Copper Canyon is now reviewing the adequacy of this
offer. As part of the review process, the Board of Directors has
established a committee of independent directors to oversee the
appointment of a financial adviser and special legal counsel to the
committee. An independent valuation has been commissioned for the
existing assets of the Company. The Company has in place a shareholders
rights plan, which is designed to protect the interest of all
shareholders. Copper Canyon will consider all possible alternatives,
including any competing offers it may receive, to maximize shareholder
value.
While
that process is underway, Copper Canyon shareholders should await the
results of the review and the recommendation of the Copper Canyon Board
before making any decisions with respect to the NovaGold
offer. After the formal Takeover Bid is received from NovaGold, Copper Canyon will issue a
Directors? Circular that will contain important information for
shareholders, including the Board recommendation regarding the offer.
Copper Canyon advises shareholders to not deposit any common shares to
the NovaGold offer and to not take any other
action concerning the offer until shareholders have received and read the
Directors? Circular.
The
Directors? Circular, when it becomes available, along with other
documents will be filed by Copper Canyon with the Canadian provincial
securities regulators on SEDAR at www.sedar.com, and with other
applicable securities regulatory authorities. The Directors? Circular and
these other documents may also be obtained for free, once they have been
mailed, on Copper Canyon?s website or by
directing a request to Copper Canyon?s
corporate secretary at Suite 200, 44-12th Avenue S., Cranbrook,
British Columbia, Canada V1C 2R7, telephone (250) 426-0749.
About Copper Canyon
Copper
Canyon Resources was created by way of a Plan of Arrangement on June 9,
2006. Shareholders of Eagle Plains Resources Ltd. (TSX-V:EPL) approved the plan to reorganize the company?s mineral property assets in an effort to
maximize shareholder value. Under the terms of the arrangement, three of
Eagle Plain?s
projects: Copper Canyon, Severance and Abo
(Harrison) Gold, were transferred into Copper Canyon.
On
behalf of the Board of Directors
Signed
Tim J. Termuende
President and CEO
For further information,
please contact Mike Labach at
1 866 HUNT ORE (486 8673)
Email: mgl@copcanyon.com or visit our
website at http://www.copcanyon.com
Cautionary Note Regarding Forward-Looking
Statements
The TSX
Venture Exchange has not reviewed and does not accept responsibility for
the adequacy or accuracy of this release. This news release may contain
forward-looking statements including but not limited to comments
regarding the timing and content of upcoming work programs, geological
interpretations, receipt of property titles, potential mineral recovery
processes, etc. Forward-looking statements address future events and
conditions and therefore, involve inherent risks and uncertainties.
Actual results may differ materially from those currently anticipated in
such statements.
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