United States or to U.S. News Agencies Becker Gold Mines Ltd.
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BECKER GOLD MINES LTD.
Suite 680 – 789 West Pender Street, Vancouver, BC V6C 1H2 Phone: 604-632-1764 Fax: 604-669-0384
NEWS RELEASE
February 22, 2011
BECKER GOLD MINES LTD. PROVIDES UPDATE IN RESPECT OF ITS PROPOSED ACQUISITION OF CAP CAPITAL CORP.
BECKER GOLD MINES LTD. (NEX: BDF.H) (the “Company”) provides this updated news release, as required by the policies of the TSX Venture Exchange (the “Exchange”), in respect of its proposed acquisition of Cap Capital Corp. (“Cap Capital”), first announced on January 21, 2011 (the “Proposed Transaction”). Consistent with the policies of the Exchange, trading in the Company’s shares has remained halted since the Proposed Transaction was first announced.
Update
The Company and Cap Capital continue to work on finalizing several of the key underlying documents required to be completed in connection with the Proposed Transaction – this includes the formal share purchase agreement that will supersede the existing letter of intent, and a Management Information Circular for a meeting of the Company’s shareholders to consider and, if acceptable, approve the Proposed Transaction. In addition, as previously disclosed, Gary Freeman has resigned as President of the Company and Stephen Kenwood, currently a director of the Company, has been appointed President of the Company in his place effective February 21, 2011.
BECKER GOLD MINES LTD.
Stephen Kenwood, President
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statement Caution
This press release contains certain “forward-looking statements within the meaning of Canadian securities legislation, relating to the Proposed Transaction (as defined above), including statements contemplating the completion of a formal share purchase agreement and a Management Information Circular. Forward-looking statements are statements that are not historical facts; they are generally, but not always, identified by the words “expects,” “plans,” “anticipates,” “believes,” “intends,” “estimates,” ”projects,” “aims,” “potential,” “goal,” “objective,” “prospective,” and similar expressions, or that events or conditions “will,” “would,” “may,” “can,” “could” or “should” occur. Forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made and they involve a number of risks and uncertainties. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Except as required by the securities laws applicable to the Company and the policies of the Exchange, the Company undertakes no obligation to update these forward-looking statements if management’s beliefs, estimates or opinions, or other factors, should change. Factors that could cause future results to differ materially from those anticipated in these forward-looking statements include, but are not limited to, the Company’s inability to secure the Exchange Approval or shareholder approval required to complete the Proposed Transaction.
THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.
THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL, OR THE SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF SECURITIES OF THE COMPANY IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION.