June 5, 2009 - Vancouver, BC - Further to the press releases of StrataGold
Corporation (SGV-TSX) ("StrataGold" or "the Company")
issued on February 11, 2009, March 30, 2009 and May 26, 2009, StrataGold
and Victoria Gold Corp. ("Victoria") are pleased to confirm
that the previously announced acquisition of StrataGold by Victoria, by
way of Plan of Arrangement (the "Arrangement"), which was
approved by the Supreme Court of British Columbia on May 29, 2009, has
closed with an effective date of June 4, 2009.
Effective June 4, 2009, StrataGold shareholders
will receive Victoria common shares on the basis of 0.1249 of a Victoria
common share for each StrataGold common share held. The common
shares of StrataGold are expected to be delisted at the close of business
on Monday, June 8, 2009.
Transaction Summary
Pursuant to the Arrangement, a total of
23,000,710 common shares of Victoria may be issued to holders of
StrataGold common shares on the basis of 0.1249 of a Victoria common
share for each StrataGold common share held. After such share exchange,
17% of the outstanding common shares of Victoria will be held by former
holders of StrataGold common shares, while approximately 83% of the
outstanding common shares of Victoria will be held by existing holders of
Victoria common shares. All outstanding StrataGold options and warrants
will become exercisable for common shares of Victoria in accordance with
the same ratio. If all such options and warrants were to be
exercised, a total of 3,794,306 common shares of Victoria would be issued
in connection therewith.
For further information, please contact:
Terry Tucker, President and CEO
Vanessa Pickering, Manager, Investor Communications
StrataGold Corporation
Tel: 604-696-6601
E-mail: info@stratagold.com
Website: http://www.stratagold.com/
Statement Regarding Forward Looking Statements
This news release of StrataGold Corporation (the
"Company") contains statements that constitute
"forward-looking statements." Such forward-looking statements
involve known and unknown risks, uncertainties and other factors that may
cause our actual results, performance or achievements, or developments in
our industry, to differ materially from the anticipated results,
performance or achievements expressed or implied by such forward-looking
statements. Forward looking statements are statements that are not
historical facts and are generally, but not always, identified by the
words "expects," "aims," "plans,"
"anticipates," "believes," "intends,"
"estimates," "projects," "potential" and
similar expressions, or that events or conditions "will,"
"would," "may," "could" or
"should" occur. Forward-looking statements in this document
include statements regarding: the Company's expectations that
StrataGold's common shares will be delisted on Monday, June 8, 2009.
There can be no assurance that such statements will prove to be accurate.
Actual results and future events could differ materially from those
anticipated in such statements, and readers are cautioned not to place
undue reliance on these forward-looking statements that speak only as of
their respective dates. Forward-looking statements are based on the
beliefs, estimates and opinions of the Company's management on the date
the statements are made. Except as expressly required by applicable
securities laws, the Company undertakes no obligation to update these
forward-looking statements in the event that management's beliefs,
estimates or opinions, or other factors, should change.
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