Linear Gold Corp.
Linear Gold Announces Reorganization and Anticipated Distribution of Linear Metals Corporation as a Dividend-in-Kind to Linear Gold Shareholders
Corporate-news transmitted by DGAP – a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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Linear Gold Announces Reorganization and Anticipated Distribution of Linear
Metals Corporation as a Dividend-in-Kind to Linear Gold Shareholders
Halifax, Nova Scotia, Canada. April 24, 2006. Linear Gold Corp. (Frankfurt
WKN: 789634, TSX: LRR) is pleased to announce that the Board of Directors
of Linear Gold Corp. (‘Linear Gold’) has approved a reorganization of
Linear Gold in anticipation of listing the shares of Linear Gold’s 100%
owned subsidiary, Linear Metals Corporation (‘Linear Metals’), on the TSX
Venture Exchange. In connection with the reorganization, the Cobre Grande,
La Morena and Tierra Blanca properties, located in Mexico, have been
transferred to Linear Metals Corp. Mexico, S.A. de C.V., a wholly owned
subsidiary of Linear Metals and the Seymour Lake and KM 61 properties,
located in Canada, are in the process of being transferred to Linear
Metals. Information on each of these properties is available on the Linear
Gold website www.lineargoldcorp.com.
Linear Metals is preparing a preliminary prospectus qualifying the Linear
Metals common shares for distribution and anticipates completion and filing
of the preliminary prospectus within the next week. Upon receipt of all
regulatory approvals, including the filing of the final prospectus and
conditional acceptance of Linear Metals Corporation’s application to the
TSX Venture exchange, Linear Gold’s board will consider, and if deemed
appropriate, approve the distribution of Linear Gold’s 100% interest in
Linear Metals to shareholders of Linear Gold, on the day of record,
expected to be May 30, 2006.
Linear Gold’s Board of Directors anticipates that the dividend may take the
form of each Linear Gold shareholder receiving a Unit in Linear Metals
comprised of 0.8 common shares and one-tenth of a warrant, with each full
warrant entitling the holder to acquire an additional common share of
Linear Metals for $0.12. Accordingly, for each ten shares held by a Linear
Gold shareholder, they will receive eight common shares of Linear Metals
and one warrant to acquire an additional common share at $0.12. The
warrants are expected to have an expiry date of not less than 15 days after
the record date. Based on the current 21,397,780 issued and outstanding
shares in Linear Gold, 17,118,224 common shares and 2,139,778 warrants of
Linear Metals are expected to be distributed. Linear Metals has arranged
for a standby subscription commitment to subscribe for any unexercised
warrants, thereby providing that 2,139,778 shares will be issued pursuant
to the exercise of warrants and the standby subscription commitment. The
standby subscription commitment will be provided by managers of Linear
Gold.
Linear Metals’ Board of Directors has also approved a minimum private
placement commitment of 5,000,000 common shares at $0.15 per share for
total proceeds of $750,000, upon listing of Linear Metals shares on the TSX
Venture Exchange. The minimum private placement commitment of $750,000 will
be provided by managers of Linear Metals.
Linear Metals Strategy
Linear Metals plans to explore and advance its initial portfolio of
properties while aggressively pursuing non-gold assets with an initial
focus on Mexico. Linear Metals will aggressively pursue acquisitions that
are not in competition with Linear Gold.
Linear Metals Directors and Management
Linear Metals has appointed a Board of Directors consisting of four
individuals, two of whom are independent of Linear Gold. Linear Gold’s
management has been appointed as interim officers of Linear Metals. A
search for a President of Linear Metals has been initiated.
Wade K. Dawe, Linear Gold’s President and Chief Executive Officer stated,
‘Linear Gold anticipates that this strategic move will allow the value of
Linear Gold’s non-gold properties to be recognized by current Linear Gold
shareholders.’
Wade K. Dawe, President
The TSX Exchange has not reviewed and does not accept responsibility for
the adequacy or accuracy of this release.
For further information, please contact:
Linear Gold Corp.
Brian MacEachen
Chief Financial Officer
Tel. +1 (902) 422-1421
Linear Gold Corp.
Terry Christopher
Manager of Investor Relations
Tel. +1 (902) 422-1421
www.lineargoldcorp.com
Nick Fuller or Samantha Fletcher
Fuller Fletcher & Associates Ltd.
European Investor Relations
277 Salisbury House
London Wall
London EC2M 5QQ, Großbritannien
Tel. +44 (207) 256 5204
Fax +44 (207) 256 5678
sam@fullerfletcher.com
www.fullerfletcher.com
AXINO AG
Silberburgstrasse 112
D-70176 Stuttgart
Phone +49 (711) 25 35 92-30
Fax +49 (711) 25 35 92-33
info@axino.de
www.axino.de
(c)DGAP 25.04.2006
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language: English
emitter: Linear Gold Corp.
2000 Barrington Street Suite 701
B3J 3K1 Halifax, Nova Scotia Kanada
phone: +1 (902) 422-1421
fax: +1 (902) 491- 4281
email: info@lineargoldcorp.com
WWW: www.lineargoldcorp.com
ISIN: CA53566Q1072
WKN: 789634
indexes:
stockmarkets: Open Market in Frankfurt; Foreign Exchange(s) Toronto
End of News DGAP News-Service
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