Eagle Plains Announces Allocation of Cost Base on Spin-Out Completion
Cranbrook, BC, March 27, 2012 ─ Eagle Plains Resources Ltd. (TSX-V: EPL) (“Eagle Plains”). On December 13, 2011 Eagle Plains completed the spin-out of its interest in the Atlin gold project to Yellowjacket Resources Ltd. (TSX-V: YJK) ("Yellowjacket"). Eagle Plains shareholders were issued one Yellowjacket share for each three Eagle Plains shares held as of the close on December 21, 2011.
This summary is of a general nature only and is not intended to be, nor should it be considered to be, legal or tax advice to any particular Holder. The tax consequences to any particular Holder will depend on a variety of factors including the Holder’s own particular circumstances. Therefore, all Holders, and all persons affected by the Plan of Arrangement should consult their own tax advisors with respect to their particular circumstances.
The Canadian federal income tax consequences of the spin-out transaction are summarized in the information circular of Eagle Plains dated November 15, 2011, as filed on the SEDAR website. In particular, shareholders should reduce the Adjusted Cost Base ("ACB") of Eagle Plains shares by an amount which should then be recorded as the acquisition cost of the Yellowjacket shares. Management of Eagle Plains has calculated that the ACB of each post-spin-out common share of Eagle Plains should be reduced to 68.42% of its pre-spin-out ACB and that 31.58% of the ACB of each pre-spin-out common share of Eagle Plains should be recorded as the acquisition cost of each Yellowjacket share. This fair value ACB adjustment calculation is based on the relative fair market value of Eagle Plains assets at the time of the spin-out. No such determination of fair value by Eagle Plains is binding on the Canadian tax authorities.
The issuance of a Yellowjacket share to the shareholder of EPL resulted in a disposition of a particular share of EPL by the shareholder. The disposition may be taken on a tax-deferred basis pursuant to the provisions of Subsection 85(1) of the Act which should result in the shareholder of EPL not having to report a capital gain on the transaction provided that the shareholder elects to transfer the share at the ACB of the share to the shareholder. The transaction will require the shareholder of EPL and Yellowjacket to file an election Form T2057 on a timely basis with the CRA and we encourage the shareholder of EPL to obtain the appropriate advice to ensure that the filing of the election form is completed properly, and that it is filed with CRA on a timely basis. Eagle Plains management has determined that the necessity to file the Form T2057 should only be required if the EPL shareholders adjusted cost base of their shares is less than $0.14 per share.
The election pursuant to Subsection 85(1) will require the joint filing on a timely basis with the CRA of Form T2057 by the shareholder of EPL and Yellowjacket. Instructions for providing EPL the necessary information to complete Form T2057 is on the EPL Website. This election Form T2057 will be due on or before the earlier date on which any one of the parties to the election is required to file an income tax return for the taxation year in which the transaction occurred.
About Eagle Plains Resources
Eagle Plains continues to conduct research, acquire and explore mineral projects throughout western Canada. Since 1992, EPL has been acquiring and developing early stage projects utilizing an in-house team of geologists, technicians and specialists. Considered a prolific project generator with over 35 properties, EPL invites joint venture participation to expedite development, reduce risk and enhance exposure to discovery.
Current third party agreements if maintained to completion expose EPL to over $55M in exploration expenditures, $6M cash and 15M shares in partner companies. Completed agreements have yielded over $5M in exploration spending, $900,000 cash to EPL and a total of 12M shares of partner companies including Alexco Resource Corp., NovaGold Resources Inc., Giyani Gold Corp., Aben Resources Ltd. and others.
Expenditures during 2011 on Eagle Plains-related projects were approximately $9,100,000 which was funded by Eagle Plains and third party partners. This exploration work resulted in approximately 9400m diamond drilling and extensive ground-based exploration work facilitating the advancement of more than 15 projects at various stages of development. Planning is currently underway for a very aggressive 2012 exploration season, with over 10 individual drilling programs planned, most to be funded by third parties in relation to ongoing option agreements.
On behalf of the Board of Directors
Signed
“Tim J. Termuende”
President and CEO
For further information on EPL, please contact Mike Labach at 1 866 HUNT ORE (486 8673)
Email: [email protected] or visit our website at http://www.eagleplains.com
Cautionary Note Regarding Forward-Looking Statements
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. This news release may contain forward-looking statements including but not limited to comments regarding the timing and content of upcoming work programs, geological interpretations, receipt of property titles, potential mineral recovery processes, etc. Forward-looking statements address future events and conditions and therefore, involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements.