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Canadian-based company Takara Resources has announced that it has signed an agreement with Victoria Gold Corp in respect of its acquisition of Victoria’s subsidiary,Cheap China Jerseys, StrataGold Guyana Inc (SGI), which holds two advanced stage gold projects in Guyana.Under the terms of the deal Takara will issue 21.8m shares to Victoria.Additionally, Takara intends to complete a US$1.2m private placing,Cheap Jerseys, to close concurrently with the share-based acquisition. The pricing and number of placing shares has not been determined yet.The acquisition shares of 21.8m represent approximately 56 per cent of Takara’s issued and outstanding share capital, which totals 38.9m shares on a post acquisition and post consolidated basis. A further 4m shares may be payable subject to development milestones.Through the transaction, which was initially announced back in November 2009, Takara will acquire all of the issued and outstanding shares of SGI,Cheap Jerseys From China, which holds title to the Tassawini gold project and the BRL Venture.The wholly owned Tassawini property is an advanced-stage gold exploration project, which hosts 436,000 Indicated and 61,500 Inferred gold ounces, located in the Barima-Waini District of Northwestern Guyana.Tassawini has a total area of 9,650 hectares encompassing two adjoining prospecting licences,Cheap NFL Jerseys China, Tassawini PL and Anaturi PL, and four Medium Scale Mining Permits (MSMPs).BRL is a joint venture between SGI and Newmont Mining Corp covering a large strategic land position within the Arakaka Gold District in Northwest Guyana. As at 1 July 2009, SGI held 31.96% interest with Newmont holding the remaining 68.04 per cent.According to SGI, the district has been popular with local placer miners for the past 100 years, but until recently it had not been explored systematically using modern techniques. To date,China Jerseys, SGI’s regional exploration efforts have covered an area of over 4,000 square kilometres, resulting in two key projects areas, the Monosse and the ‘A’ & ‘B’ projects, with the latter hosting over 25 individual gold exploration targets.Also under the terms of the deal, Victoria is entitled to nominate directors to Takara’s board.Accordingly, Victoria can appoint directors representing one-third of the board whilst it owns more than 20 per cent of the company and up to one-fifth should it hold between 5 per cent and 20 per cent of Takara’s shares.Consequently,Cheap Jerseys China, Nicole Marchand will resign as a director of Takara, in order to accommodate the appointment of Victoria’s executive vice-president John McConnell and Victoria’s CFO Marty Rendall.Victoria will be entitled to the additional 4m Takara shares once a positive preliminary economic assessment is completed or if Takara enters into project financing arrangements for any of the mineral rights held by StrataGold upon closing.Victoria is also entitled to pre-emptive rights, enabling it or any of its affiliates to participate in future equity financings in Takara, in order to maintain a minimum non-diluted 19 per cent shareholding.The pre-emption rights expire on September 30th 2011, or 12 months thereafter if Takara disposes of its interest in SGI.Certain escrow conditions will be placed on Victoria’s shareholding, and additionally upon completion, Victoria will be restricted in its trading of Takara shares. Subsequently the company will be limited to trading no more than 25 per cent of Takara’s average 30 day trading volume on the TSX Venture Exchange.
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