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Northern Sun Announces Proposed Acquisition of Minority Shareholders' Common Shares by a Plan of Arrangement
TORONTO, ON / ACCESSWIRE / January 21, 2016 / Northern Sun Mining Corp. (TSXV: NSC) (the " C...
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[{"type":"text","content":"Northern Sun Announces Proposed Acquisition of Minority Shareholders' Common Shares by a Plan of ArrangementTORONTO, ON / ACCESSWIRE / January 21, 2016 / Northern Sun Mining Corp. (TSXV: NSC) (the \"Company\" or \"Northern Sun\") is pleased to announce that the Company has signed a definitive agreement (the \"Definitive Agreement\"), subject to approval by shareholders and the TSX Venture Exchange (the \"Exchange\") for the acquisition (the \"Acquisition\") by Regal Silver Investments Ltd. (\"Regal Silver\") of all of the common shares of the Company (the \"Shares\") not owned by the approximately 59.6% majority shareholder, Jilin Investment International Limited or its affiliates (collectively, \"JIIL\"). Pursuant to the Definitive Agreement, the Shares would be acquired for a cash consideration from all shareholders of the Company other than JIIL (the \"Minority Shareholders\") through a court-approved plan of arrangement under the Business Corporations Act (Ontario) at a price of $0.05 per Share which represents a 25% premium to the current market price.\nMr. James Xiang, the Interim President, Chief Executive Officer, and a director of the Company, commented; \"Our board and management believe that the Acquisition provides an opportunity for the Company's shareholders to realize full liquidity competitive to the market price of the Shares. Considering the low liquidity of our stock, the generally challenging financial environment for junior mining companies, the extensive debt of the Company which is now at maturity, and the difficulties facing the Company in obtaining short and long-term financing for the Company to remain in operation, we believe that this transaction provides the best opportunity for shareholders.\"\nIn considering whether to sign the Definitive Agreement, the board of directors of the Company engaged an independent financial advisor, Ross Glanville & Associates Ltd. (the \"Advisor\") and the Advisor has provided a fairness opinion that based upon and subject to certain assumptions, limitations, restrictions and qualifications, the proposed Acquisition is fair to the Minority Shareholders from a financial point of view. The Company intends to call a special meeting of its shareholders (the \"Meeting\") to be held on March 14, 2016 at the offices of its corporate solicitors, Boughton Law, located at Su...