Aquila Resources and REBgold Corporation announce final court approval of plan of arrangement

TORONTO, Jan. 7, 2014 /CNW/ - Aquila Resources Inc. (TSX: AQA) (OTCQX: AQARF FKT: JM4A) ("Aquila") and REBgold Corporation (TSX.V: RBG) ("REBgold") are pleased to announce that REBgold has received a final order from the Ontario Superior Court of Justice approving the previously announced statutory plan of arrangement under section 192 of Canada Business Corporations Act (the "Arrangement") involving REBgold, Aquila and shareholders and optionholders of REBgold.  Pursuant to the Arrangement, Aquila will acquire all of the issued and outstanding common shares of REBgold in exchange for common shares of Aquila on the basis of one common share of Aquila for each common share of REBgold.  As previously announced, the Arrangement also received the approval of a requisite majority of holders of common shares of REBgold, at a duly constituted special meeting of shareholders held on December 30, 2013. Full details of the Arrangement are described in the joint information circular dated December 2, 2013 which was mailed to all shareholders of Aquila and REBgold.

Aquila and REBgold expect that the Arrangement, as well as the related acquisition by Aquila of all of the issued and outstanding shares of HudBay Michigan Inc. from HudBay Minerals Inc. will be completed on or about January 15, 2014. The transactions are conditional upon, among other things, completion of REBgold's non-brokered private placement of common shares for gross proceeds of between $4 million and $6 million at a price of $0.13 per share. Baker Steel, on behalf of investment funds managed or controlled by it, has agreed to subscribe for $4.5 million of the common shares offered pursuant to the private placement.

The Toronto Stock Exchange neither approves nor disapproves the information contained in this News Release.  Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This press release contains certain forward-looking statements. In certain cases, forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking statements and information include, but are not limited to, statements with respect to the transactions contemplated by this press release and the receipt of the requisite regulatory in respect thereof. Forward-looking statements and information are subject to various known and unknown risks and uncertainties, many of which are beyond the ability of Aquila and REBgold to control or predict, that may cause their actual results, performance or achievements to be materially different from those expressed or implied thereby, and are developed based on assumptions about such risks, uncertainties and other factors set out herein, including but not limited to: risks and uncertainties related to the transactions not being completed in the event that the conditions precedent thereto are not satisfied and other related risks and uncertainties. Neither Aquila nor REBgold undertakes any obligation to update forward-looking information except as required by applicable law. Such forward-looking information represents Aquila's and REBgold's best judgment based on information currently available. No forward-looking statement can be guaranteed and actual future results may vary materially. Accordingly, readers are advised not to place undue reliance on forward-looking statements or information. Furthermore, mineral resources that are not mineral reserves do not have demonstrated economic viability.

 

SOURCE Aquila Resources Inc.

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