Business
Golden Goose and Kodiak Exploration Sign Binding Merger Agreement
Golden Goose and Kodiak Exploration Sign Binding Merger Agreement
About this update from Golden Goose Resources Corp.
[{"type":"text","content":"\n\n\n\n Aug. 31, 2010 (Canada NewsWire Group) -- \n\n \n \n \nTR.cnwUnderlinedCell TD {\n BORDER-BOTTOM: #000000 1px solid\n}\nTR.cnwDoubleUnderlinedCell TD {\n BORDER-BOTTOM: #000000 3px double\n}\nTR.cnwBoldUnderlinedCell TD {\n BORDER-BOTTOM: #000000 3px solid\n}\nTD.cnwUnderlinedCell {\n BORDER-BOTTOM: #000000 1px solid\n}\nTD.cnwDoubleUnderlinedCell {\n BORDER-BOTTOM: #000000 3px double\n}\nTD.cnwBoldUnderlinedCell {\n BORDER-BOTTOM: #000000 3px solid\n}\n\nTSX.V KXL\n\nMONTREAL and VANCOUVER, Aug. 31 /CNW Telbec/ - Golden Goose Resources Inc. (TSX-V: GGR, "Golden Goose") and Kodiak Exploration Limited (TSX-V: KXL, "Kodiak") are pleased to announce that they have signed a binding definitive merger agreement. Golden Goose and Kodiak have agreed to proceed with a business combination by way of a corporate Arrangement pursuant to the provisions of the Companies Act of Québec. The Arrangement will effectively combine the assets of both companies on a consolidated basis, with Golden Goose Resources becoming a wholly-owned subsidiary of Kodiak.\nUnder the terms of the definitive merger agreement between Golden Goose and Kodiak, shareholders of Golden Goose Resources will exchange their issued common shares for new common shares and warrants of Kodiak, on the basis of 1.2 new shares of Kodiak and one quarter (0.25) of a Kodiak Share Purchase Warrant for each outstanding share of Golden Goose Resources. The Kodiak Warrant is exercisable for three years at a price of $0.45 with an acceleration clause should Kodiak shares listed on the TSX Venture Exchange trade above $0.60 for twenty consecutive trading days. Upon closing the transaction, David Watkins, currently a member of the Golden Goose Board of Directors, will join the Kodiak Board of Directors.\nUsing a twenty day VWOP (Volume Weighted Opening Price through August 28, 2010) of $0.20 for Golden Goose shares and $0.21 for Kodiak shares, the 1.2 exchange ratio plus the fair value of the quarter Share Purchase Warrant ($0.03) produces a premium of 40% for Golden Goose shareholders.\nAll convertible securities of Golden Goose will be exchanged for convertible securities of Kodiak on the same basis, adjusted accordingly to reflect the share exchange ratio. The completion of the Arrangement is subject to standard conditions precedent applicable to statutory...