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Re: News Release - Monday, January 07, 2008
BacTech/Scorpio Gold Shareholders Approve Merger
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Toronto, Canada, January 7, 2008: The following news was originally
released after the BacTech shareholders meeting on December 28th, 2007.
It is being re-released at this time to a larger post-holiday audience.
BacTech Mining Corporation ("BacTech" or the "Company") is pleased to
announce that shareholders at the special shareholders meeting held on
December 28, 2007, voted 99.6% in favour of approving the merger (the
"Merger") of the Company with Scorpio Gold Corporation ("Scorpio
Gold"), a 93%-owned subsidiary of Scorpio Mining Corporation ("Scorpio
Mining") (TSX: SPM).
Scorpio Gold Corporation has also confirmed that its shareholders
approved the merger by a 96.14% margin.
In addition to approving the Merger, the shareholders of BacTech voted
in favour of changing the name of BacTech to "Scorpio Gold
Corporation", and in favour of changing the size and composition of
BacTech's board of directors, as set forth in the Company's management
information circular dated November 12, 2007.
The combined company will hold interests in 2 past-producing gold mines
in Nova Scotia, a polymetallic exploration project in the Gasp�,
Quebec, as well as access to numerous projects under evaluation by
BacTech which are detailed further in this release.
As consideration for the Merger, BacTech will issue 2.6 common shares
for each common share of Scorpio Gold outstanding and will exchange any
outstanding Scorpio Gold warrants for BacTech warrants based on the
same 2.6:1 exchange ratio. The Merger constitutes a change of control
of BacTech as Scorpio Mining will, on the closing of the Merger, hold
approximately 46% of the issued and outstanding common shares of
BacTech.
Cassels Brock & Blackwell LLP acted as BacTech's legal advisor. Axium
Law Corporation acted as legal advisor for Scorpio Gold.
Project Updates
BacTech has been actively pursuing projects for which its technology
would add considerable value. The following is a brief description of 4
of these projects.
1. Tailings: BacTech has been conducting test work on a large base
metal tailings deposit since last September. The work to date has
focused on preconcentration of the metal sulphides in the tails in
order to reduce the feed mass for a bioleach process. The initial
results from this work appear promising with respect to metal recovery
and concentrate grade. Much of the initial work will be completed by
the end of January at which time the concentrates will be subject to
bioleach testing in Perth, Australia and the results used to provide
input to a prefeasibility study.
2. Cuba: The Company has submitted the appropriate corporate documents
to the Cuban government which will allow BacTech to operate in that
country. We expect approval shortly. There are numerous sulphide-based
projects of interest to BacTech on the island.
3. Chile: BacTech has reinitiated discussions for gold and copper
projects in this country.
4. Eastern Europe: The Company is in discussions with regard to a
proven, refractory gold deposit in an eastern European country.
CAUTIONARY STATEMENT REGARDING REVERSE TAKEOVER TRANSACTION
Completion of the transaction is subject to a number of conditions,
including TSX Venture Exchange acceptance. The transaction cannot
close until the required acceptance of the TSX Venture Exchange is
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 Management
Information Circular, any information released or received with respect
to this transaction may not be accurate or complete and should not be
relied upon. Trading in the securities of BacTech 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.
BACTECH PROFILE
BacTech has developed and patented bacterial oxidation technology for
the treatment of refractory ores and concentrates to enhance the
recovery of gold, silver and base metals. BacTech has successfully
commissioned three bioleach plants for gold and demonstrated its
technology in the selective recovery of base metals from complex
sulphide concentrates in a joint project with Industrias Pe�oles de
C.V. of Mexico that was completed in 2001. The Company's focus is the
acquisition of equity positions in projects amenable to bioleaching.
For further information contact:
Ross Orr, President & CEO, 416-813-0303 ext 222
Investor Relations:
Pierre Anglos 1-800-436-2027 Email: capitalgainsco@shaw.ca
Shares outstanding 57,607,206
The TSX Venture Exchange has not reviewed and does not accept any
responsibility for the adequacy or accuracy of this release
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Copyright (c) 2008 BACTECH MINING CORPORATION (BM) All rights
reserved. For more information visit our website at
http://www.bactech.com/ or send mailto:info@bactech.com
Message sent on Mon Jan 7, 2008 at 7:36:20 AM Pacific Time
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