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Nevada Pacific Responds to US Gold Take-Over Bid
Wednesday February 14, 9:15 am ET
VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - Feb. 14, 2007) - Nevada Pacific Gold Ltd. (TSX VENTURE:NPG - News) advises that it has received a formal offer from US Gold Corporation ("US Gold") to acquire all of the outstanding common shares of Nevada Pacific Gold Ltd. Under the offer, US Gold will issue 0.23 of an exchangeable share of US Gold Canadian Acquisition Corporation ("Canadian Acquisition Co."), a wholly-owned subsidiary of US Gold, for each outstanding common share of Nevada Pacific.
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Each exchangeable share is convertible at the option of the holder into one common share of US Gold for no additional consideration. US Gold has advised that the offer will remain open until 5:00 p.m. (Vancouver time) on March 23, 2007, unless otherwise withdrawn or extended.
The Special Committee of the Board of Directors of Nevada Pacific will review US Gold's formal offer and will report to the Board of Directors with its views and a recommendation regarding the US Gold offer after receiving advice from its financial advisors Capital West Partners. The Board of Directors of Nevada Pacific will then consider and evaluate the offer and will advise shareholders of their position in a directors' circular that is required to be mailed within 15 days to all Nevada Pacific shareholders and filed with the applicable securities regulatory authorities in accordance with applicable takeover bid regulations. All Nevada Pacific shareholders are advised not to take any action with respect to the offer until they have had the opportunity to review and consider the directors' circular. All such information will be available at www.sedar.com.
Nevada Pacific Gold Ltd. was founded in March 1997. The Company owns an exploration property portfolio covering approximately 890 square miles of mineral rights in Mexico including the Magistral Gold Mine and an exploration property portfolio covering approximately 85 square miles of mineral rights in the State of Nevada. A description of these projects, including maps and photographs, can be viewed on the Company's website at www.nevadapacificgold.com.
ON BEHALF OF NEVADA PACIFIC GOLD LTD.
Gary Nordin, Director, Special Committee Chairman
The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.
Contact:
Gary Nordin
Nevada Pacific Gold Ltd.
Chairman of the Special Committee
(604) 646-0188
(604) 646-0189 (FAX)
Email: gnordin@nevadapacificgold.com
Website: www.nevadapacificgold.com
Doug Irwin
Capital West Partners
(604) 718-6800
Email: doug@capwest.com
Wednesday February 14, 9:15 am ET
VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - Feb. 14, 2007) - Nevada Pacific Gold Ltd. (TSX VENTURE:NPG - News) advises that it has received a formal offer from US Gold Corporation ("US Gold") to acquire all of the outstanding common shares of Nevada Pacific Gold Ltd. Under the offer, US Gold will issue 0.23 of an exchangeable share of US Gold Canadian Acquisition Corporation ("Canadian Acquisition Co."), a wholly-owned subsidiary of US Gold, for each outstanding common share of Nevada Pacific.
ADVERTISEMENT
Each exchangeable share is convertible at the option of the holder into one common share of US Gold for no additional consideration. US Gold has advised that the offer will remain open until 5:00 p.m. (Vancouver time) on March 23, 2007, unless otherwise withdrawn or extended.
The Special Committee of the Board of Directors of Nevada Pacific will review US Gold's formal offer and will report to the Board of Directors with its views and a recommendation regarding the US Gold offer after receiving advice from its financial advisors Capital West Partners. The Board of Directors of Nevada Pacific will then consider and evaluate the offer and will advise shareholders of their position in a directors' circular that is required to be mailed within 15 days to all Nevada Pacific shareholders and filed with the applicable securities regulatory authorities in accordance with applicable takeover bid regulations. All Nevada Pacific shareholders are advised not to take any action with respect to the offer until they have had the opportunity to review and consider the directors' circular. All such information will be available at www.sedar.com.
Nevada Pacific Gold Ltd. was founded in March 1997. The Company owns an exploration property portfolio covering approximately 890 square miles of mineral rights in Mexico including the Magistral Gold Mine and an exploration property portfolio covering approximately 85 square miles of mineral rights in the State of Nevada. A description of these projects, including maps and photographs, can be viewed on the Company's website at www.nevadapacificgold.com.
ON BEHALF OF NEVADA PACIFIC GOLD LTD.
Gary Nordin, Director, Special Committee Chairman
The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.
Contact:
Gary Nordin
Nevada Pacific Gold Ltd.
Chairman of the Special Committee
(604) 646-0188
(604) 646-0189 (FAX)
Email: gnordin@nevadapacificgold.com
Website: www.nevadapacificgold.com
Doug Irwin
Capital West Partners
(604) 718-6800
Email: doug@capwest.com
