Coventry Resources Inc.: Chalice Gold Mines Deal Completed
HIGHLIGHTS
Chalice Gold Mines Deal Completed
- Chalice issued 46 million shares to acquire a 100% interest in Coventry's subsidiary companies holding the Cameron Gold Project, the West Cedartree assets, the Rainy River Project and the Ardeen Gold Project through a Plan of Arrangement.
- Coventry shareholders approved the Arrangement in January with 99.89% of the votes cast in favour of the Transaction.
- The record date for the transaction was the 4th of February with shares issued via a Return of Capital to shareholders of Coventry on a pro rata basis.
Corporate
- C$1million of cash on hand at the end of the quarter.
VANCOUVER, BRITISH COLUMBIA--(Marketwired - Apr 28, 2014) - Coventry (TSX VENTURE:CYY)(ASX:CYY) and Chalice Gold Mines Ltd. ("Chalice") advised on 1 November that Chalice would issue 46 million shares under a Plan of Arrangement to acquire a 100% interest in Coventry's subsidiary companies holding the Cameron Gold Project, the West Cedartree assets, the Rainy River Project and the Ardeen Gold Project.
The Transaction done under the Plan of Arrangement received a favourable fairness opinion from Coventry's independent advisors Primary Capital Inc. along with the support of all the Board members of Coventry, and major shareholders Macquarie (on behalf of Macquarie Bank Limited) and Sun Valley Gold LLC (on behalf of Sun Valley Gold Master Fund Ltd) agreeing to vote in favour of the Transaction.
Coventry shareholders approved the Arrangement at a meeting held in Vancouver at 10am on 21 January 2014. The motion was carried on a poll with 39,849,393 (99.89%) votes cast in favour of the transaction.
Following satisfaction of the remaining conditions precedent contained within the Arrangement Agreement, Chalice issued 46 million Shares on the record date the 4th of February. The Shares were issued via a Return of Capital to shareholders of Coventry on a pro rata basis using a ratio of 0.5054346 Chalice Shares for every single Coventry share held.
Following the Chalice deal the Company will continue to focus on its Uncle Sam project in the United States and consider other potential exploration opportunities.
As announced on November 1, 2013 the Chalice Transaction was amended from a Merger to an outright sale of the Company's Ontario gold assets. As disclosed at the time this was a direct consequence of the previously disclosed contingent liability associated with a 2007 drilling contract in Paraguay, the subject of planned arbitration proceedings, remaining unresolved. Coventry's legal advice was that there was little merit to the claim. Coventry believed that it was in the best interest of Shareholders to proceed with the new arrangement and not deny shareholders the benefits of the planned Transaction with Chalice. Coventry continues to defend the claim, and will continue to deal with the remaining assets of the Company in the best interests of Shareholders. No resolution or progress has been made at this point with the arbitration process in Paraquay.
TENEMENTS
See Appendix 1 attached for a current tenements listing and the latest appendix 5B announced by the Company for current changes in interests in mining tenements during the quarter.
CORPORATE
During the quarter:
- Mr Haynes, Mr Halliday, Mr Goddard and Mr Edwards stepped down from the Board.
ABOUT COVENTRY RESOURCES INC.
Coventry Resources Inc. is advancing the Uncle Sam project in the United States. The Company is led by a strong management team with the proven ability to explore, develop, finance and operate mining and exploration projects.
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.
Forward-Looking Statements
This news release may contain "forward-looking statements" and/or "forward-looking information" within the meaning of applicable securities regulations in Canada and the United States (collectively, forward-looking information"). Any forward-looking information contained in this news release is made as of the date of this news release. Except as required under applicable securities legislation, Coventry Resources Inc. ("Coventry") does not intend, and does not assume any obligation, to update this forward-looking information. Forward-looking information includes, but is not limited to, statements with respect to completion of a Feasibility Study, completion of new resource estimates, construction or operation of a mine, mineral resource estimates, drill plans, planned work programs, future upgrading of mineral resources and expected outcomes. Often, but not always, forward-looking information can be identified by the use of words such as "plans", "expects, "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes", or the negatives thereof 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.
Any forward-looking information contained in this news release is based on certain assumptions that Coventry believes are reasonable, including, with respect to any mineral resource estimates, the key assumptions and parameters on which such estimates are based, that the current price of and demand for gold will be sustained or will improve, that general business and economic conditions will not change in a material adverse manner, that financing will be available if and when needed on reasonable terms, that supplies, equipment, personnel, permits and local community approval required to conduct Coventry's planned exploration and development activities will be available on reasonable terms and that Coventry will not experience any material accident, labour dispute, or failure of equipment.
However, forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Coventry to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include, among others, risks and uncertainties relating to the actual results of exploration activities being different than anticipated, cost of labour increasing more than expected, cost of equipment or materials increasing more than expected, fluctuations in the price of gold and other commodities, currency fluctuations, mineral resources not being as estimated, unexpected variations in mineral resources, grade or recovery rates, risk of accidents, labour disputes and other risks generally associated with mineral exploration and unanticipated delays in obtaining or failing to obtain governmental or community approvals or financing. Although Coventry has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors that cause actions, events or results to not be as anticipated, estimated or intended. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Readers are cautioned not to place undue reliance on forward-looking information due to the inherent uncertainty thereof.
Fast Facts TSX-V/ASX: CYY | |
Share price (28 April 2014) | A$0.01 |
Shares on issue | 91.01M |
Options (C$0.12- C$5.00) | 6.9M |
Warrants (C$0.45/A$0.43) | 9.4M |
Market capitalisation | ~ $0.9M |
Major Shareholders
Sun Valley Gold Master Fund | 15% |
Macquarie Bank Limited | 7% |
Directors/Management | 0.4% |
Directors and Management
Steven Chadwick |
Director, Interim President and CEO |
+61 8 9324 1266 |
Nick Day |
Director, CFO and Company Secretary |
Robert Boaz |
Non-Executive Director |
Key Project
Uncle Same Project, 100% |
Gold Exploration, Alaska |
Appendix 1
TENEMENT SCHEDULE
Crescent Resources USA Inc. | |||
Location: Township | Tenure Number | Tenure Type | Interest |
F005S008E05 | US 1 | Claim | 100% |
F005S008E05 | US 2 | Claim | 100% |
F005S008E05 | US 3 | Claim | 100% |
F005S008E05 | US 4 | Claim | 100% |
F005S008E08 | US 5 | Claim | 100% |
F005S008E08 | US 6 | Claim | 100% |
F005S008E08 | US 7 | Claim | 100% |
F005S008E08 | US 8 | Claim | 100% |
F005S008E17 | US 9 | Claim | 100% |
F005S008E17 | US 10 | Claim | 100% |
F005S008E05 | US 11 | Claim | 100% |
F005S008E05 | US 12 | Claim | 100% |
F005S008E05 | US 13 | Claim | 100% |
F005S008E05 | US 14 | Claim | 100% |
F005S008E08 | US 15 | Claim | 100% |
F005S008E08 | US 16 | Claim | 100% |
F005S008E08 | US 17 | Claim | 100% |
F005S008E08 | US 18 | Claim | 100% |
F005S008E17 | US 19 | Claim | 100% |
F005S008E17 | US 20 | Claim | 100% |
F005S008E06 | US 21 | Claim | 100% |
F005S008E06 | US 22 | Claim | 100% |
F005S008E06 | US 23 | Claim | 100% |
F005S008E06 | US 24 | Claim | 100% |
F005S008E07 | US 25 | Claim | 100% |
F005S008E07 | US 26 | Claim | 100% |
F005S008E07 | US 27 | Claim | 100% |
F005S008E07 | US 28 | Claim | 100% |
F005S008E18 | US 29 | Claim | 100% |
F005S008E18 | US 30 | Claim | 100% |
F005S008E06 | US 35 | Claim | 100% |
F005S008E06 | US 36 | Claim | 100% |
F005S008E06 | US 37 | Claim | 100% |
F005S008E06 | US 38 | Claim | 100% |
F005S008E07 | US 39 | Claim | 100% |
F005S008E07 | US 40 | Claim | 100% |
F005S008E07 | US 41 | Claim | 100% |
F005S008E07 | US 42 | Claim | 100% |
F005S008E18 | US 43 | Claim | 100% |
F005S008E18 | US 44 | Claim | 100% |
F005S008E18 | US 45 | Claim | 100% |
F005S008E06 | US 55 | Claim | 100% |
F005S008E06 | US 56 | Claim | 100% |
F005S008E06 | US 57 | Claim | 100% |
F005S008E06 | US 58 | Claim | 100% |
F005S008E07 | US 59 | Claim | 100% |
F005S008E07 | US 60 | Claim | 100% |
F005S008E07 | US 61 | Claim | 100% |
F005S008E07 | US 62 | Claim | 100% |
F005S008E18 | US 63 | Claim | 100% |
F005S008E18 | US 64 | Claim | 100% |
F005S008E18 | US 65 | Claim | 100% |
F005S008E06 | US 75 | Claim | 100% |
F005S008E06 | US 76 | Claim | 100% |
F005S008E06 | US 77 | Claim | 100% |
F005S008E06 | US 78 | Claim | 100% |
F005S008E07 | US 79 | Claim | 100% |
F005S008E07 | US 80 | Claim | 100% |
F005S008E07 | US 81 | Claim | 100% |
F005S008E07 | US 82 | Claim | 100% |
F005S007E13 | US 83 | Claim | 100% |
F005S007E13 | US 84 | Claim | 100% |
F005S007E13 | US 85 | Claim | 100% |
F005S007E01 | US WEST 1 | Claim | 100% |
F005S007E01 | US WEST 2 | Claim | 100% |
F005S007E01 | US WEST 3 | Claim | 100% |
F005S007E01 | US WEST 4 | Claim | 100% |
F005S007E12 | US WEST 5 | Claim | 100% |
F005S007E12 | US WEST 6 | Claim | 100% |
F005S007E12 | US WEST 7 | Claim | 100% |
F005S007E12 | US WEST 8 | Claim | 100% |
F005S007E13 | US WEST 9 | Claim | 100% |
F005S007E13 | US WEST 10 | Claim | 100% |
F005S007E13 | US WEST 11 | Claim | 100% |
F005S007E01 | US WEST 21 | Claim | 100% |
F005S007E01 | US WEST 22 | Claim | 100% |
F005S007E01 | US WEST 23 | Claim | 100% |
F005S007E01 | US WEST 24 | Claim | 100% |
F005S007E12 | US WEST 25 | Claim | 100% |
F005S007E12 | US WEST 26 | Claim | 100% |
F005S007E12 | US WEST 27 | Claim | 100% |
F005S007E12 | US WEST 28 | Claim | 100% |
F005S007E13 | US WEST 29 | Claim | 100% |
F005S007E13 | US WEST 30 | Claim | 100% |
F005S007E13 | US WEST 31 | Claim | 100% |
F005S007E01 | US WEST 41 | Claim | 100% |
F005S007E01 | US WEST 42 | Claim | 100% |
F005S007E01 | US WEST 43 | Claim | 100% |
F005S007E01 | US WEST 44 | Claim | 100% |
F005S007E12 | US WEST 45 | Claim | 100% |
F005S007E12 | US WEST 46 | Claim | 100% |
F005S007E12 | US WEST 47 | Claim | 100% |
F005S007E12 | US WEST 48 | Claim | 100% |
F005S007E13 | US WEST 49 | Claim | 100% |
F005S007E13 | US WEST 50 | Claim | 100% |
F005S007E13 | US WEST 51 | Claim | 100% |
F005S007E02 | US WEST 61 | Claim | 100% |
F005S007E02 | US WEST 62 | Claim | 100% |
F005S007E02 | US WEST 63 | Claim | 100% |
F005S007E02 | US WEST 64 | Claim | 100% |
F005S007E11 | US WEST 65 | Claim | 100% |
F005S007E11 | US WEST 66 | Claim | 100% |
F005S007E11 | US WEST 67 | Claim | 100% |
F005S007E11 | US WEST 68 | Claim | 100% |
F005S007E13 | US WEST 69 | Claim | 100% |
F005S007E13 | US WEST 70 | Claim | 100% |
F005S007E13 | US WEST 71 | Claim | 100% |
F005S007E02 | US WEST 81 | Claim | 100% |
F005S007E02 | US WEST 82 | Claim | 100% |
F005S007E02 | US WEST 83 | Claim | 100% |
F005S007E02 | US WEST 84 | Claim | 100% |
F005S007E11 | US WEST 85 | Claim | 100% |
F005S007E11 | US WEST 86 | Claim | 100% |
F005S007E11 | US WEST 87 | Claim | 100% |
F005S007E11 | US WEST 88 | Claim | 100% |
F005S007E14 | US WEST 89 | Claim | 100% |
F005S007E14 | US WEST 90 | Claim | 100% |
F005S007E14 | US WEST 91 | Claim | 100% |
F005S007E02 | US WEST 93 | Claim | 100% |
F005S007E02 | US WEST 94 | Claim | 100% |
F005S007E02 | US WEST 95 | Claim | 100% |
F005S007E02 | US WEST 96 | Claim | 100% |
F005S007E11 | US WEST 97 | Claim | 100% |
F005S007E11 | US WEST 98 | Claim | 100% |
F005S007E11 | US WEST 99 | Claim | 100% |
F005S007E11 | US WEST 100 | Claim | 100% |
F005S007E14 | US WEST 101 | Claim | 100% |
F005S007E14 | US WEST 102 | Claim | 100% |
F005S007E14 | US WEST 103 | Claim | 100% |
F004S008E32 | US WEST 129 | Claim | 100% |
F004S008E32 | US WEST 130 | Claim | 100% |
F004S008E32 | US WEST 131 | Claim | 100% |
F004S008E32 | US WEST 132 | Claim | 100% |
F004S008E32 | US WEST 133 | Claim | 100% |
F004S008E32 | US WEST 134 | Claim | 100% |
F004S008E32 | US WEST 135 | Claim | 100% |
F004S008E32 | US WEST 136 | Claim | 100% |
F004S008E32 | US WEST 137 | Claim | 100% |
F004S008E32 | US WEST 138 | Claim | 100% |
F004S008E32 | US WEST 139 | Claim | 100% |
F004S008E32 | US WEST 140 | Claim | 100% |
F004S008E32 | US WEST 141 | Claim | 100% |
F004S008E32 | US WEST 142 | Claim | 100% |
F004S008E32 | US WEST 143 | Claim | 100% |
F004S008E32 | US WEST 144 | Claim | 100% |
F004S008E30 | US WEST 146 | Claim | 100% |
F004S008E31 | US WEST 147 | Claim | 100% |
F004S008E31 | US WEST 148 | Claim | 100% |
F004S008E31 | US WEST 149 | Claim | 100% |
F004S008E31 | US WEST 150 | Claim | 100% |
F004S008E30 | US WEST 152 | Claim | 100% |
F004S008E31 | US WEST 153 | Claim | 100% |
F004S008E31 | US WEST 154 | Claim | 100% |
F004S008E31 | US WEST 155 | Claim | 100% |
F004S008E31 | US WEST 156 | Claim | 100% |
F004S008E30 | US WEST 158 | Claim | 100% |
F004S008E31 | US WEST 159 | Claim | 100% |
F004S008E31 | US WEST 160 | Claim | 100% |
F004S008E31 | US WEST 161 | Claim | 100% |
F004S008E31 | US WEST 162 | Claim | 100% |
F004S008E30 | US WEST 164 | Claim | 100% |
F004S008E31 | US WEST 165 | Claim | 100% |
F004S008E31 | US WEST 166 | Claim | 100% |
F004S008E31 | US WEST 167 | Claim | 100% |
F004S008E31 | US WEST 168 | Claim | 100% |
F004S007E36 | US WEST 169 | Claim | 100% |
F004S007E36 | US WEST 170 | Claim | 100% |
F004S007E36 | US WEST 171 | Claim | 100% |
F004S007E36 | US WEST 172 | Claim | 100% |
F004S007E36 | US WEST 173 | Claim | 100% |
F004S007E36 | US WEST 174 | Claim | 100% |
F004S007E36 | US WEST 175 | Claim | 100% |
F004S007E36 | US WEST 176 | Claim | 100% |
F004S007E36 | US WEST 177 | Claim | 100% |
F004S007E36 | US WEST 178 | Claim | 100% |
F004S007E36 | US WEST 179 | Claim | 100% |
F004S007E36 | US WEST 180 | Claim | 100% |
F004S007E36 | US WEST 181 | Claim | 100% |
F004S007E36 | US WEST 182 | Claim | 100% |
F004S007E36 | US WEST 183 | Claim | 100% |
F004S007E36 | US WEST 184 | Claim | 100% |
F004S007E35 | US WEST 185 | Claim | 100% |
F004S007E35 | US WEST 186 | Claim | 100% |
F004S007E35 | US WEST 187 | Claim | 100% |
F004S007E35 | US 203 | Claim | 100% |
F004S007E26 | US 208 | Claim | 100% |
F004S007E25 | US 209 | Claim | 100% |
F004S007E25 | US 210 | Claim | 100% |
F004S007E25 | US 211 | Claim | 100% |
F004S007E25 | US 212 | Claim | 100% |
F004S008E29 | US 301 | Claim | 100% |
F004S008E29 | US 302 | Claim | 100% |
F004S008E29 | US 303 | Claim | 100% |
F004S008E29 | US 304 | Claim | 100% |
F004S007E22 | US 406 | Claim | 100% |
F004S007E22 | US 407 | Claim | 100% |
F004S007E23 | US 408 | Claim | 100% |
F004S007E23 | US 409 | Claim | 100% |
F004S007E22 | US 415 | Claim | 100% |
F004S007E22 | US 416 | Claim | 100% |
F004S007E23 | US 417 | Claim | 100% |
F004S007E23 | US 418 | Claim | 100% |
F004S008E19 | US 419 | Claim | 100% |
F004S008E19 | US 420 | Claim | 100% |
F004S008E20 | US 421 | Claim | 100% |
F004S008E20 | US 422 | Claim | 100% |
F004S008E21 | US 423 | Claim | 100% |
F004S007E25 | US 426 | Claim | 100% |
F004S007E25 | US 427 | Claim | 100% |
F004S008E30 | US 428 | Claim | 100% |
F004S008E30 | US 429 | Claim | 100% |
F004S008E29 | US 430 | Claim | 100% |
F004S008E29 | US 431 | Claim | 100% |
F004S008E28 | US 432 | Claim | 100% |
F004S008E28 | US 433 | Claim | 100% |
F004S007E25 | US 436 | Claim | 100% |
F004S007E25 | US 437 | Claim | 100% |
F004S007E25 | US 438 | Claim | 100% |
F004S007E25 | US 439 | Claim | 100% |
F004S008E30 | US 440 | Claim | 100% |
F004S008E30 | US 441 | Claim | 100% |
F004S008E30 | US 442 | Claim | 100% |
F004S008E30 | US 443 | Claim | 100% |
F004S008E29 | US 444 | Claim | 100% |
F004S008E29 | US 445 | Claim | 100% |
F004S008E29 | US 446 | Claim | 100% |
F004S008E29 | US 447 | Claim | 100% |
F004S008E28 | US 448 | Claim | 100% |
F004S008E28 | US 449 | Claim | 100% |
F004S007E34 | US 450 | Claim | 100% |
F004S007E34 | US 451 | Claim | 100% |
F004S007E35 | US 452 | Claim | 100% |
F004S007E35 | US 453 | Claim | 100% |
F004S007E35 | US 454 | Claim | 100% |
F004S008E33 | US 455 | Claim | 100% |
F004S008E33 | US 456 | Claim | 100% |
F004S007E34 | US 457 | Claim | 100% |
F004S007E34 | US 458 | Claim | 100% |
F004S007E35 | US 459 | Claim | 100% |
F004S007E35 | US 460 | Claim | 100% |
F004S007E35 | US 461 | Claim | 100% |
F004S008E33 | US 462 | Claim | 100% |
F004S008E33 | US 463 | Claim | 100% |
F005S007E03 | US 464 | Claim | 100% |
F005S007E03 | US 465 | Claim | 100% |
F005S007E02 | US 466 | Claim | 100% |
F005S007E03 | US 467 | Claim | 100% |
F005S007E03 | US 468 | Claim | 100% |
F005S007E02 | US 469 | Claim | 100% |
F005S007E10 | US 471 | Claim | 100% |
F005S007E10 | US 472 | Claim | 100% |
F005S007E11 | US 473 | Claim | 100% |
F005S007E10 | US 475 | Claim | 100% |
F005S007E10 | US 476 | Claim | 100% |
F005S007E11 | US 477 | Claim | 100% |
F005S007E15 | US 479 | Claim | 100% |
F005S007E15 | US 480 | Claim | 100% |
F005S007E14 | US 481 | Claim | 100% |
F005S007E15 | US 483 | Claim | 100% |
F005S007E15 | US 484 | Claim | 100% |
F005S007E14 | US 485 | Claim | 100% |
F005S007E22 | US 487 | Claim | 100% |
F005S007E22 | US 488 | Claim | 100% |
F005S007E23 | US 489 | Claim | 100% |
F005S007E22 | US 491 | Claim | 100% |
F005S007E22 | US 492 | Claim | 100% |
F005S007E23 | US 493 | Claim | 100% |
Contact
Coventry Resources Inc.
Steven Chadwick
Interim President and CEO
+61 8 9324 1266
schadwick@coventryres.com