From: Biniam Haile \(SWE\) (eritrea.lave@comhem.se)
Date: Mon Jul 27 2009 - 13:06:25 EDT
Excerpt: "Benefits of the Business Combination - Sanu brings to the
transaction a strong portfolio of gold and base metal exploration
projects in Africa. Sanu's most advanced project is the Hambok deposit
in Eritrea with an NI 43-101 indicated resource (at a 0.75% zinc cutoff)
of 10.7 million tonnes grading 0.98% copper, 2.25% zinc, 6.84 g/t
silver, 0.20 g/t gold containing 231.1 million pounds of copper, 530.7
million pound of zinc, 2.3 million ounces of sliver, 68.8 thousand
ounces of gold. There is an additional inferred resource (at a 0.75%
zinc cutoff) of 17.0 million tonnes of 0.85% copper, 1.74% zinc, 5.89
g/t silver, 0.19 g/t gold containing, 318.5 million pounds of copper,
652.1 million pounds of zinc, 3.2 million ounces of sliver, and 103.8
thousand ounces of gold. Please see the NI 43-101 Technical Report on
the Hambok Deposit, dated January 23, 2009 and filed at
<http://www.sedar.com> www.sedar.com for details. Hambok is located 15
kilometres from the Bisha deposit being developed by Nevsun Resources
and the Eritrean Government. Additional projects include
carbonate-hosted copper/lead/zinc exploration in the Republic of Congo;
greenstone-hosted gold exploration in Burkina Faso; as well as
volcanogenic massive sulphide copper/zinc exploration in Eritrea."
Canadian Gold Hunter and Sanu Resources Ltd. Enter Into Arrangement
Agreement
VANCOUVER, BRITISH COLUMBIA--(Marketwire - July 2, 2009) - Canadian Gold
Hunter Corp. (TSX:CGH) ("Canadian Gold Hunter") and Sanu Resources Ltd.
(TSX VENTURE:SNU) ("Sanu") are pleased to announce that they have
entered into a definitive agreement (the "Arrangement Agreement") to
effect a business combination between the two companies pursuant to a
plan of arrangement under the Canada Business Corporations Act.
Pursuant to the Arrangement Agreement, Canadian Gold Hunter will acquire
all of the issued and outstanding shares of Sanu on the basis of 0.5725
shares of Canadian Gold Hunter for each one Sanu share (the "Exchange
Ratio"). All outstanding Sanu options will be exchanged for replacement
options of Canadian Gold Hunter, the number and exercise price of which
will be determined using the Exchange Ratio. The transaction values the
Sanu shares at $0.233 per share, representing a 25% premium to the 20
day volume weighted average closing price of Sanu. Upon completion of
the transaction, Sanu will be a wholly-owned subsidiary of Canadian Gold
Hunter and it is estimated that Canadian Gold Hunter will have
134,161,066 shares outstanding. Former shareholders of Sanu will hold
approximately 17.8% of the outstanding shares of Canadian Gold Hunter.
The transaction is expected to close by the end of August, 2009.
Full details of the transaction, including the terms of the Arrangement
Agreement, will be included in a management information circular which
is expected to be mailed to shareholders of Sanu on or about July 22,
2009. Sanu plans to hold a special meeting of shareholders to approve
the transaction and related matters on or about August 17, 2009. The
transaction is subject to all requisite regulatory and court approvals
as well as shareholder approval of the transaction by at least 66 2/3%
of the votes cast by Sanu shareholders present in person or represented
by proxy at the meeting.
The transaction has been approved by the board of directors of Sanu
(with interested directors abstaining) following the unanimous
recommendation of a special committee comprising Sanu's independent
directors. The board of directors of Sanu recommends that their
shareholders vote in favour of the transaction.
Benefits of the Business Combination
- Sanu brings to the transaction a strong portfolio of gold and base
metal exploration projects in Africa. Sanu's most advanced project is
the Hambok deposit in Eritrea with an NI 43-101 indicated resource (at a
0.75% zinc cutoff) of 10.7 million tonnes grading 0.98% copper, 2.25%
zinc, 6.84 g/t silver, 0.20 g/t gold containing 231.1 million pounds of
copper, 530.7 million pound of zinc, 2.3 million ounces of sliver, 68.8
thousand ounces of gold. There is an additional inferred resource (at a
0.75% zinc cutoff) of 17.0 million tonnes of 0.85% copper, 1.74% zinc,
5.89 g/t silver, 0.19 g/t gold containing, 318.5 million pounds of
copper, 652.1 million pounds of zinc, 3.2 million ounces of sliver, and
103.8 thousand ounces of gold. Please see the NI 43-101 Technical Report
on the Hambok Deposit, dated January 23, 2009 and filed at www.sedar.com
for details. Hambok is located 15 kilometres from the Bisha deposit
being developed by Nevsun Resources and the Eritrean Government.
Additional projects include carbonate-hosted copper/lead/zinc
exploration in the Republic of Congo; greenstone-hosted gold exploration
in Burkina Faso; as well as volcanogenic massive sulphide copper/zinc
exploration in Eritrea.
- Canadian Gold Hunter holds a large, diversified portfolio of
exploration projects in Canada, Mexico, Argentina, Chile, Colombia and
Peru. Projects range from grass roots to advanced resource definition
stage, including the Josemaria copper/gold porphyry project with a
43-101 inferred resource of 460 million tonnes grading 0.39% copper and
0.30 g/t gold at a 0.3% TCu cut-off, containing 3.9 billion pounds of
copper and 4.4 million ounces of gold. (Please see news release dated
December 5, 2007 for complete information). Canadian Gold Hunter's local
South American exploration team has a strong track record of success
including the discovery of the Veladero gold deposit, now owned by
Barrick Gold, as well as the initial recognition and development of the
Bajo de la Alumbrera gold mine, now owned by Gold Corp., Xstrata and
Yamana.
- Combining the two companies will create one of the strongest
exploration vehicles in the industry; worldwide exploration with the
backing of the Lundin Group.
In connection with the proposed business combination, Dundee Securities
Corporation provided financial advice and a fairness opinion to the
special committee of the board of directors of Sanu.
ON BEHALF OF THE BOARD OF CANADIAN GOLD HUNTER
Lukas H. Lundin, Chairman
ON BEHALF OF THE BOARD OF SANU RESOURCES LTD.
Paul Conibear, Chairman
Forward-Looking Statements
This news release contains certain forward-looking statements relating
to Canadian Gold Hunter and Sanu that includes risks and uncertainties.
All statements, other than statements of historical fact, are
forward-looking statements. When used in this news release, the words
"anticipate", "will", "believe", "estimate", "expect", "target", "plan",
"may" and similar expressions, identify forward-looking statements with
respect to events that "may" or "will" occur. Forward-looking statements
are necessarily based upon a number of assumptions and current
expectations that, while considered reasonable by Canadian Gold Hunter
and Sanu as at the date on which they were made, are inherently subject
to significant uncertainties and risks. Many factors, both known and
unknown, could cause the actual results, performance or achievements to
differ materially from those expressed or implied by such
forward-looking statements. Assumptions upon which such forward-looking
statements are based include that the transaction will be completed,
that all required third party regulatory, governmental and shareholder
approvals for the transaction will be obtained and all other conditions
to completion of the transaction will be satisfied or waived. Many of
these assumptions are based on factors and events that are not within
the control of Canadian Gold Hunter or Sanu and there is no assurance
they will prove to be correct. Although Canadian Gold Hunter and Sanu
have attempted to identify important factors that could cause actual
actions, events or results to differ materially from those described in
forward-looking statements, there may be other factors that cause
actions, events or results not to be anticipated, estimated or intended.
There can be no assurance that forward-looking statements will prove to
be accurate, as actual results and future events could differ materially
from those anticipated in such statements. Canadian Gold Hunter and Sanu
undertake no obligation to update forward-looking statements if
circumstances or management's estimates or opinions should change except
as required by applicable securities laws. The reader is cautioned not
to place undue reliance on forward-looking statements. Other risks are
set forth in the annual information form of Canadian Gold Hunter.
FOR FURTHER INFORMATION PLEASE CONTACT:
Canadian Gold Hunter Corp. / Sanu Resources Ltd.
Sophia Shane
Corporate Development
(604) 689-7842
www.canadiangoldhunter.com / www.sanuresources.com
http://cnrp.ccnmatthews.com/client/canadian_gold_hunter/release.jsp?year
=2009
<http://cnrp.ccnmatthews.com/client/canadian_gold_hunter/release.jsp?yea
r=2009&actionFor=1012251&releaseSeq=0> &actionFor=1012251&releaseSeq=0
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