Attached files
| file | filename |
|---|---|
| 8-K - CAPITAL GOLD CORP | v189994_8k.htm |
| EX-10.2 - CAPITAL GOLD CORP | v189994_ex10-2.htm |
| EX-10.1 - CAPITAL GOLD CORP | v189994_ex10-1.htm |
| EX-99.2 - CAPITAL GOLD CORP | v189994_ex99-2.htm |
PRESS
RELEASE
FOR
IMMEDIATE RELEASE
CAPITAL
GOLD CORPORATION STOCKHOLDERS
APPROVE
BUSINESS COMBINATION AGREEMENT WITH
NAYARIT
GOLD
NEW YORK,
July 6, 2010 - Capital Gold Corporation (NYSE AMEX: CGC; TSX: CGC) announced
that, at its special meeting of stockholders held July 2, its stockholders voted
to approve the proposed business combination with Nayarit Gold, Inc.
(TSX.V:NYG). Closing of the transaction is expected to take place as
soon as practicable, following compliance with all closing conditions including
the approval of the Nayarit Gold, Inc. shareholders at its special meeting
scheduled to be held July 12, 2010. The Company anticipates that the transaction
will close in August although that cannot be assured.
Stephen
M. Cooper, Chairman of the Board, stated, “We are pleased with the outcome of
the vote. On behalf of the Board and management team, I want to thank
our stockholders for their support throughout this process. We believe the
combination of Capital Gold and Nayarit Gold will create significant value for
our stockholders and position us for further growth. We look forward to closing
the transaction as promptly as possible."
Under the
terms of the agreement, all of Nayarit Gold common shares issued and outstanding
immediately prior to the consummation of the business combination (other than
Common Shares held by dissenting stockholders of Nayarit) shall become
exchangeable at a rate of 0.134048 shares of Capital Gold common stock for each
one (1) Nayarit Gold Common Share.
About Capital
Gold
Capital
Gold Corporation (CGC) is a gold production and exploration
company. Through its Mexican subsidiaries and affiliates, it owns 100% of
the “El Chanate” gold mine located near the town of Caborca in Sonora,
Mexico. It also owns and leases mineral concessions near the town of Saric,
also in Sonora, that are undergoing preliminary exploration for gold
and silver mineralization. Additional information about Capital Gold
and the El Chanate Gold Mine is available on the Company’s website,
www.capitalgoldcorp.com.
About Nayarit Gold
Inc.
Nayarit
Gold Inc. is a Canadian junior resource company with its flagship property in
the state of Nayarit, Mexico. The Orion District is in excess of 105,000
contiguous hectares, and contains a NI 43-101 compliant Preliminary Economic
Assessment showing the potential for the mining of 1.182 million tonnes with a
gold grade of 2.79 g/t and silver grade of 267.0 g/t. Management’s goal is to
build a profitable resource company and maximize shareholder value through
successful exploration programs and continued development. Further information
is available on Nayarit’s website, www.nayaritgold.com
###
Statements
in this press release, other than statements of historical information, are
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. Investors are cautioned that forward-looking
statements are inherently uncertain. Actual performance and results may differ
materially from those projected or suggested due to certain risks and
uncertainties, some of which are described below. Such forward-looking
statements include comments regarding a national stock exchange listing and
future growth of the company. Factors that could cause actual results to differ
materially include timing of and unexpected events during construction,
expansion and start-up; variations in ore grade, strip ratio, tonnes mined,
crushed or milled; delay or failure to receive board, national exchange or
government approvals; the availability of adequate water supplies; mining or
processing issues, and fluctuations in gold price and costs. There can be no
assurance that future developments affecting the Company will be those
anticipated by management.
Any
forecasts contained in this press release constitute management’s current
estimates, as of the date of this press release, with respect to the matters
covered thereby. We expect that these estimates will change as new information
is received and that actual results will vary from these estimates, possibly by
material amounts. While we may elect to update these estimates at any time, we
do not undertake to update any estimate at any particular time or in response to
any particular event. Investors and others should not assume that any forecasts
in this press release represent management’s estimate as of any date other than
the date of this press release.
Additional
information concerning certain risks and uncertainties that could cause actual,
results to differ materially from that projected or suggested is contained in
the Company’s filings with the Securities and Exchange Commission (SEC) over the
past 12 months, copies of which are available from the SEC or may be obtained
upon request from the Company.
Contact:
Kelly
Cody, Investor Relations Manager
Capital
Gold Corporation
Tel:
(212) 344-2785
Fax:
(212) 344-4537
Email:
kelly@capitalgoldcorp.com