Welcome To The "Yukon Gold Rush - Reloaded" HUB On AGORACOM

Featured Companies change regularly (see Stock Quote)

Free
Message: Hinterland Spin-Out Arrangement With Stakeholder Gold Approved by Shareholders

http://www.marketwire.com/press-release/hinterland-spin-out-arrangement-with-stakeholder-gold-corp-approved-by-shareholders-tsx-venture-hmi-1524606.htm

Hinterland Metals Inc.

TSX VENTURE : HMI



June 08, 2011 16:32 ET

Hinterland Spin-Out Arrangement With Stakeholder Gold Corp. Approved by Shareholders

VAL D'OR, QUEBEC--(Marketwire - June 8, 2011) -

NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES OR FOR DISSEMINATION TO U.S. NEWS WIRE SERVICES

Hinterland Metals Inc. (TSX VENTURE:HMI) ("Hinterland" or the "Company") is pleased to announce that the special resolution relating to the Arrangement agreement (the "Arrangement") with Stakeholder Gold Corp. ("Stakeholder"), a wholly-owned subsidiary of Hinterland, was approved at the Annual and Special Meeting of shareholders held in Montreal on June 7, 2011. Pursuant to the Arrangement, certain Yukon gold assets of Hinterland will be transferred to Stakeholder in consideration for the issuance of common shares of Stakeholder equal to 25% of the issued and outstanding common shares of Hinterland immediately prior to the closing of the transaction, for a total of approximately 20.7 million shares. As previously announced by Hinterland (see press release dated February 1, 2011), Hinterland will distribute 92.5% of the shares received from Stakeholder to its shareholders and keep 7.5% (for more information on the terms and conditions of Arrangement, see Hinterland's press release dated April 4, 2011 and the Plan of Arrangement attached to the Arrangement Agreement which has been filed at www.sedar.com).

The closing of the Arrangement is subject to number of remaining conditions, including (i) final approval of the Arrangement by the Superior Court of Québec (ii) final approval by the TSX Venture Exchange for listing of the shares of Stakeholder and the new common shares of Hinterland, (iv) the successful completion by Stakeholder of a private placement for minimum gross proceeds of $825,000, (v) the execution of a definitive agreement between Hinterland and Stakeholder for the transfer of the Yukon gold assets and (vi) other conditions customary to this type of transaction.

Other business transacted at the Annual and Special Meeting included: the re-election of Mark Fekete, Gregory Fekete, Vaughn MacLellan, Peter Thiersch and Fred Kiernicki and the election of Zachery Dingsdale as directors of the Company; the appointment of Raymond Chabot Grant Thornton as Auditors of the Company; and the approval of the Company's rolling stock option plan. Immediately following the meeting, Mark Fekete, Ingrid Martin and Gregory Fekete were re-appointed as the President and CEO, CFO, and Secretary respectively.

The Board of Directors welcomes Zachery Dingsdale as a new director. As Founder and Director of Tangent Management Corp., a financial management firm that provides financial consulting and management services to publicly listed companies, Mr. Dingsdale brings to the Company over 16 years experience in the equity markets. Mr. Dingsdale is currently President and CEO of Taku Gold Corp. (TSX VENTURE:TAK) and also sits as a director on the boards of Otish Energy Inc. (TSX VENTURE:OEI) and Tajiri Resources Corp. (TSX VENTURE:TAJ).

Follow Hinterland on:

Share
New Message
Please login to post a reply