Cleghorn Minerals Enters into Mineral Claim Purchase Agreement to Acquire the Meech Lake Matachewan Prospect
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152 Chemin de la Mine École Val-d'Or, QC J9P 7B6
FOR IMMEDIATE RELEASE TSX-V: JZZ.H
CLEGHORN MINERALS ENTERS INTO MINERAL CLAIM PURCHASE AGREEMENT TO ACQUIRE THE MEECH LAKE MATACHEWAN PROSPECT
Val-d’Or, Québec – January 12, 2015 – Cleghorn Minerals Ltd. (“Cleghorn”) announces that it has entered into a definitive mineral claim purchase agreement with 2973090 Canada Inc. dated January 5, 2015 (the “Agreement”), to acquire (the “Acquisition”) a 100% undivided interest in the Meech Lake Matachewan Prospect (the “Property”) located in Ontario. Details with respect to the Property and the terms of the Acquisition were previously announced by news release on October 20, 2014.
Cleghorn is a “capital pool company” under the policies of the TSX Venture Exchange (the “Exchange”) and the Acquisition will represent a “qualifying transaction” in accordance with Exchange Policy 2.4. The Acquisition is a non-arm’s length transaction, and as such, will be subject to Cleghorn receiving minority shareholder approval. Cleghorn anticipates calling an annual general and special meeting of its shareholders on or before June 30, 2015, at which meeting the Acquisition and Agreement will be presented to shareholders for approval, among routine annual general meeting business.
Concurrently with the closing of the Acquisition, Cleghorn intends to conduct a non-brokered private placement (the “Financing”), on terms and conditions to be determined. Further details with respect to the terms of the Financing will be announced in due course.
The proposed Acquisition and Financing remain subject to acceptance by the Exchange. There can be no assurance that the proposed Acquisition and Financing will be completed as proposed or at all. Further details of the proposed Acquisition and Financing will be included in an Information Circular prepared by Cleghorn’s management, which will in due course be mailed to shareholders and be available for viewing on SEDAR (www.sedar.com) under Cleghorn’s issuer profile.
For additional information, please contact:
Glenn Mullan, President, Chief Executive Officer, Secretary and Director Telephone: (819) 824-2808
Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and majority of the minority shareholder approval. The transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.
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 news release.
This news release contains certain statements that may be deemed “forward-looking statements”. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although Cleghorn believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward- looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of Cleghorn’s management on the date the statements are made. Except as required by law, Cleghorn undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.
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