TORONTO, ONTARIO--(Marketwire - May 21, 2008) - Garrison International Ltd. (TSX VENTURE:GAU) (the "Company" or "Garrison") is pleased to announce that it has obtained disinterested shareholder approval of various matters related to a previously-disclosed financing (through the approval of in excess of 99% of the votes cast at the meeting by disinterested shareholders). At the special meeting of shareholders held yesterday, Garrison's shareholders approved the financing, the exercise of 7,000,000 warrants issued to Asia Goldworks Limited ("AGL") in the first closing (in the event that AGL chooses to exercise them), the repayment of an advance made by Mr. Haligua-Cohen to the Company of US$583,900, and the creation of new Control Persons, namely, AGL, Danny Sun (a principal shareholder of AGL and a newly-elected director of Garrison), and Tony Bainbridge (a director of Garrison and a principal shareholder of AGL).
The terms of the financing were announced in a press release dated March 18, 2008, such that AGL will invest an aggregate of $5,000,000 in Garrison by acquiring up to 50,000,000 common shares units ("Units") of the Company. Each Unit consists of one common share and one purchase warrant exercisable for one common share of Garrison for 18 months from the date of issue.
The first closing of the financing was completed on March 27, 2008 for 7,000,000 Units and gross proceeds of $700,000. Garrison anticipates that the remaining investment of $4,300,000 to be made by AGL for Units of Garrison will be completed in one or more closings that will commence later this week. The financing remains subject to final approval by the TSX Venture Exchange (the "Exchange").
Resignation of Directors and Election of New Directors
Amalia Di Falco, Lee Yang, and Victor Ruimy have resigned as directors, effective as of the special meeting of shareholders held yesterday. The resignations of Ms. Di Falco and Mr. Ruimy were a condition to this second closing, and Ms. Yang resigned voluntarily. The Company is grateful to each of Ms. Yang, Ms. Di Falco and Mr. Ruimy for their services on the board of directors and for their contributions to the development of the Company. The vacancies left by the departing directors were filled at the special meeting of shareholders by the election of Danny Sun, Greg De Ross and Michael Hawkins as directors of the Company.
Mr. Sun has extensive experience in international trade and natural resource investments and more than 25 years of experience in the management of various private and Chinese state-owned companies in the mining, technology, futures, and environmental sectors. Mr. Sun is a director of Polo Resources Limited, a mining and exploration group trading on the London (AIM) Stock Exchange. In addition to his current position as president of AIM BVI, a company incorporated in the British Virgin Islands, Mr. Sun is a former director of Chineseworldnet.com Inc. Prior to his work with these businesses, Mr. Sun founded and served as a director of the Guangdong United Futures Exchange (GUFE) in Guangzhou, China. He was also general manager of Shenzhen Hui Guang Industry Development Co. Ltd in the early 1990s and founded Zhong Jun Jia Hua Investment Group and China Gold Investment Co. Ltd.
Mr. De Ross has been a director and general manager of Tianda Resources (Australia) Pty Ltd, an Australian mining and exploration company, since December 2007, overseeing and directing that company's investment activities in the iron, base metal and energy industry of Australia. Prior to that, he served as General Manager Exploration and General Manager Technical with Highlands Pacific Ltd. from March 1995 until November 2007. Highlands Pacific Ltd. is an Australian Stock Exchange-listed mining and exploration company incorporated in Papua New Guinea. Mr. De Ross oversaw exploration activities for this company, principally for copper, gold and nickel in the Asia Pacific region. He also managed several large pre-development and development projects. Prior to joining Highlands Pacific Ltd., Mr. De Ross held a number of senior positions in Australian based companies. He is a Chartered Professional (Geology) and a Fellow (the most senior level of professional membership) of the Australasian Institute of Mining and Metallurgy.
Michael Hawkins has been CEO and President, and a member of the audit committee, of East Asia Mineral Corporation ("East Asia Minerals") since April 2007. East Asia Minerals is an Exchange-listed mineral exploration company incorporated in British Columbia, Canada. Prior to becoming its CEO and President, Mr. Hawkins served as Vice-President, Exploration of East Asia Minerals, beginning in June 2005. From May 2003 until May 2005, he was the Country Manager in Mongolia for Anglo Gold Ashanti. Mr. Hawkins is a Member of the Australasian Institute of Mining and Metallurgy.
At the special meeting of shareholders held yesterday, Blair Krueger, President and CEO of Garrison, welcomed all three new directors onto the board of the Company, and reported that he looks forward to working with them as the Company presses forward with its project in Mongolia.
About the Company
Garrison is a junior mineral exploration company focused on acquiring and developing advanced stage gold properties in Mongolia. For complete details on Garrison International Ltd. and its partners, management encourages investors and interested parties to view its public documents filed on SEDAR at www.sedar.com.
For all Garrison International Ltd. investor relations needs, investors are asked to visit the Garrison International IR Hub at http://www.agoracom.com/ir/garrison where they can post questions and receive answers within the same day, or simply review questions and answers posted by other investors. Alternatively, investors are able to e-mail all questions and correspondence to gau@agoracom.com where they can also request to be added to the investor e-mail list to receive all future press releases and updates in real time.
CAUTIONARY STATEMENT
No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. All statements in this news release, other than statements of historical fact, are forward-looking statements that involve various risks and uncertainties, including, without limitation, statements regarding the future plans and objectives of Garrison International Ltd. 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. These and all subsequent written and oral forward-looking statements are based on the estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this notice. Garrison International Ltd. assumes no obligation to update forward-looking statements should circumstances or management's estimates or opinions change.
Shares Outstanding - 74,738,057
The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release. |
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