| | Published : April 12th, 2012 | on Plan of Arrangement With Darwin Resources Corp. |
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Re: News Release - Wednesday, April 11, 2012 Title: Update on Plan of Arrangement With Darwin Resources Corp.
Vancouver, Canada -- Mawson Resources Limited ("Mawson" or the "Company") TSX -- MAW; Frankfurt -- MRY. Mawson is pleased to announce that further to its press releases announcing receipt of shareholder and final court approvals dated April 2 and April 9, 2012, respectively, to the plan of arrangement (the "Arrangement") between Mawson, its shareholders and Darwin Resources Corp. ("Darwin"), Mawson anticipates that the effective date of the Arrangement (the "Effective Date") will take place no later than April 30, 2012. However, Mawson will advise shareholders of the actual Effective Date upon receipt of final TSX Venture Exchange ("TSXV") approval to the listing of Darwin on that exchange which is expected shortly.
Mawson is also pleased to announce that Darwin has closed the private placement of 8,375,000 subscription receipts (the "Darwin Financing") at a price of CAD$0.40 per subscription receipt for gross proceed of CAD$3,350,000. On the Effective Date, each subscription receipt will be deemed exercisable into units of Darwin as a step of the Arrangement. Each unit will be comprised of one common share and one-half of one warrant of Darwin. Each whole warrant will be exercisable into one common share of Darwin at a price of CAD$0.60 per share for two years from the Effective Date. Darwin proposes to issue an additional 375,000 subscription receipts to Graham Carman, the President and Chief Executive Officer of Darwin, upon obtaining TSXV approval of a loan (the "Loan") in the principal aggregate amount of $150,000 from Darwin to Graham Carman, the proceeds of which shall be used to purchase such subscription receipts. The Loan was approved by disinterested Mawson shareholders on March 30, 2012. The proceeds of the Darwin Financing will be used to fund Darwin's operations on a going forward basis for the near term.
As a result of the Arrangement, each shareholder of Mawson will be entitled to one new common share of Mawson, one-third of one common share of Darwin and approximately one-fifth of one common share of European Uranium Resources Ltd. (formerly Tournigan Energy Ltd.) (TSXV: EUU) for each share of Mawson held immediately prior to the effective time of the Arrangement, subject to adjustment, by surrendering their Mawson share certificates together with a duly completed Letter of Transmittal to Computershare Investor Services Inc. The Letter of Transmittal was mailed with Mawson's management information circular dated February 28, 2012 (the "Circular"), and is filed on Mawson's profile on SEDAR at www.sedar.com, and is available on Mawson's website at http://www.mawsonresources.com/s/Shareholders.asp. The Letter of Transmittal is for use by registered shareholders only and is not to be used by beneficial holders of Mawson shares (the "Beneficial Shareholders"). A Beneficial Shareholder does not hold Mawson shares in its name but such shares are held by an intermediary or clearing agency such as CDS. If you are a Beneficial Shareholder you should contact your intermediary for instructions and assistance in delivering your certificates representing Mawson shares. Please refer to the Circular under the heading "General Proxy Information -- Information for Non-Registered Shareholders" for more details.
Based on Mawson's issued and outstanding shares as at April 11, 2012, assuming that Mawson does not issue additional shares prior to the Effective Date and assuming that 375,000 additional subscription receipts are issued to Graham Carman upon obtaining TSXV approval of the Loan, it is expected that upon completion of the Arrangement, Mawson will have 52,096,753 shares outstanding and Darwin will have approximately 26,115,584 shares outstanding. Mawson will distribute a total of 10,727,969 shares of European Uranium Resources Ltd. to its shareholders.
The Arrangement is part of the reorganization of the business and capital of Mawson into two separate public companies (the "Reorganization") (refer to Mawson's press releases dated November 30, 2011, December 7, 2011, January 23, 2012, March 1, 2012 and March 30, 2012). The Reorganization is intended to maximize value for Mawson shareholders and allow Mawson to focus on the development of its flagship Rompas property in Finland.
For additional details of the Reorganization, including the Arrangement and the Darwin Financing, please see the Circular, filed on Mawson's profile on SEDAR at www.sedar.com.
About Mawson Resources Limited (TSX:MAW, FRANKFURT:MRY, PINKSHEETS:MWSNF)
Mawson Resources Limited is a resource acquisition and development company. The Company has distinguished itself as a leading Scandinavian exploration company with a focus on the flagship Rompas gold project in Finland.
On behalf of the Board,
"Michael Hudson" Michael Hudson, President & CEO
Investor Information www.mawsonresources.com 1305 -- 1090 West Georgia St., Vancouver, BC, V6E 3V7 Company Contact: Mariana Bermudez +1 (604) 685 9316 Seema Sindwani (Institutional IR) +1 647-478-3017 Nick Nicolaas (Retail IR) +1 (604) 657 4058 Email: info@mawsonresources.com
Forward Looking Statements. The statements included herein, other than statements of historical fact, including, without limitation, statements regarding the Arrangement and the Reorganization, are forward-looking statements. These statements address future events and conditions and so involve inherent risks and uncertainties, as disclosed under the heading "Risk Factors" in the company's periodic filings with Canadian securities regulators. Actual results could differ from those currently projected. The Company does not assume the obligation to update any forward-looking statement except as required by law.
Copyright � 2012 MAWSON RESOURCES LTD. (MAW) All rights reserved. For more information visit our website at http://www.mawsonresources.com or send email to info@mawsonresources.com ..
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Mawson Resources Limited
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DEVELOPMENT STAGE |
CODE : MAW.TO |
ISIN : CA57776G1063 |
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ProfileMarket IndicatorsVALUE : Projects & res.Press releasesAnnual reportRISK : Asset profileContact Cpy |
Mawson Res. is a gold and uranium exploration company based in Canada. Mawson Res. holds various exploration projects in Peru and in Sweden. Its main asset in development is FLISTJARN in Sweden and its main exploration properties are NUOTTIJÄRVI URANIUM PROJECT and ROMPAS in Finland, STENSJÖDALEN URANIUM PROJECT, SJAULE URANIUM PROJECT, LÅNGVATTNET URANIUM PROJECT, ÅSNEBOGRUVAN URANIUM PROJECT, NORR DÖTTERN URANIUM PROJECT, PRÄSTRUN URANIUM PROJECT, TRESJÖARNA URANIUM PROJECT, TÅSJÖ, DUOBBLON URANIUM PROJECT and KLÄPPIBÄCKEN in Sweden, DON BENITO in Spain and ALTO QUEMADO in Peru. Mawson Res. is listed in Canada, in Germany and in United States of America. Its market capitalisation is CA$ 31.6 millions as of today (US$ 25.3 millions, € 24.0 millions). Its stock quote reached its highest recent level on April 15, 2011 at CA$ 2.75, and its lowest recent point on July 29, 2022 at CA$ 0.10. Mawson Res. has 105 310 000 shares outstanding. |
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10/3/2013 | Drills 9 Metres at 10.2 g/t Gold at Palokas, Finland |
9/18/2013 | (Rompas)Announces Restart of Diamond Drilling at Rompas, Finland |
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1/14/2013 | Grab Samples up to 1,520 G/T Gold at Rajapalot, Finland |
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5/3/2011 | (Rompas)Files One of Finland's Largest Claim Applications at Rompas |
4/28/2011 | (Alto Quemado)Registers Agreements for the Alto Quemado Gold-Copper Projec... |
4/27/2011 | (Alto Quemado)REGISTERS AGREEMENTS FOR THE ALTO QUEMADO GOLD-COPPER PROJEC... |
3/16/2011 | (Rompas)Receives Permit for Shallow Drilling at the Rompas Gold Proj... |
2/22/2011 | (Rompas)Channels 0.35 Metres @ 1,460 g/t Gold And 1.4% Uranium And G... |
10/12/2010 | (Rompas)Samples Up To 1,415 Grams Per Tonne Gold At Rompas In Finlan... |
6/16/2010 | Increases Claim Holding And Releases NI43-101 Technical Repo... |
6/7/2010 | Reports Bonanza Gold with High Grade Uranium at Rompas, Finl... |
11/7/2007 | (Flistjarn)Stakes Three Uranium Claims at Saramki, Finland |
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8/14/2007 | Results from Tasjo Uranium Project, Sweden |
4/23/2007 | Identifies High-Grade Uranium at Tresjoarna In Sweden |
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Corporate news of Mawson Resources Limited |
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12/18/2015 | MAWSON COMMENCES 4,000 METRE DRILL AND 3D GEOPHYSICAL PROGRA... |
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10/14/2015 | MAWSON DRILLS 20.6 METRES AT 2.7 g/t GOLD AT PALOKAS, FINLAN... |
9/24/2015 | MAWSON DRILLS 5.8 METRES AT 6.2 g/t GOLD AT PALOKAS, FINLAND |
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6/22/2015 | Mawson Notified of Re-Appeal by NGO in Finland |
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4/8/2015 | Mawson Recommences Drilling at the Palokas Gold Prospect, Fi... |
4/7/2015 | Mawson Recommences Drilling at the Palokas Gold Prospect, Fi... |
4/7/2015 | Recommences Drilling at the Palokas Gold Prospect, Finland |
3/16/2015 | Mawson Extends Palokas Gold Prospect, Finland |
3/16/2015 | extends Palokas gold prospect, Finland |
1/13/2015 | Mawson Completes Geophysical Survey at the Palokas Gold Pros... |
1/8/2015 | Mawson Announces Court Ruling In Finland Kemi-tornion käräjä... |
12/31/2014 | Mawson Announces Court Ruling in Finland |
12/31/2014 | Announces Court Ruling in Finland |
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8/13/2014 | Mawson extends discovery trend at Palokas, Finland |
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5/21/2013 | (Rompas)Rompas High Grade Gold Project, Finland: Project Update |
2/4/2013 | announces appointment of VP Exploration |
1/24/2013 | Announces Results of AGM |
10/29/2012 | Grab Samples Up To 2,817g/T Gold At Rajapalot, Finland |
10/17/2012 | (Rompas)Rompas Claims Gain Legal Force In Finland |
8/20/2012 | (Rompas)Announces Final Phase 1 Drill Results And Updates Summer Ex... |
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4/12/2012 | on Plan of Arrangement With Darwin Resources Corp. |
4/9/2012 | (Rompas)Mobilizes Second Rig To Rompas In Finland |
4/2/2012 | Shareholders Of Mawson Approve Plan Of Arrangement With Darw... |
3/1/2012 | Provides Update On Reorganization Completes Sale Of Subsidia... |
2/10/2012 | (Rompas)Gains Permission To Drill At Rompas |
12/28/2011 | Provides Update on Transaction with Tournigan Energy Ltd. |
12/7/2011 | to Exchange Scandinavian Uranium Assets for Shares |
12/2/2011 | (Rompas)s Permit Status at Rompas in Finland |
10/14/2011 | Postpones Date of Annual Meeting of Shareholders |
9/20/2011 | intersects 11.3 metres at 0.68% U3O8 at Riutta in Finland |
9/6/2011 | Clarifies Disclosure |
8/23/2011 | s Work Programs in Finland |
7/7/2011 | (Alto Quemado)Outlines a C$750,000 Program at Alto Quemado in Peru |
7/22/2010 | Outlines Summer Work Programs At The Rompas Gold Uranium Dis... |
10/9/2007 | Obtains Permission to Drill at Klappibacken Uranium Project |
9/4/2007 | - 1st Quarter Financial Year 2007/08 Update - Drilling and C... |
6/2/2007 | Stakes 2.9 Million Pound Historic Uranium Resource in Finlan... |
5/10/2007 | ACQUIRES NEW URANIUM PROJECTS IN SALAMANCA, SPAIN |
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3/26/2007 | STARTS DRILLING AT KLAPPIBACKEN URANIUM PROJECT |
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