TORONTO, ONTARIO–January 2, 2014 – Takara Resources Inc. (“Takara” or the “Company”) (TSXV:TKK) announces that it has: (i) closed the acquisition of Duckhorn Capital Inc. (“Duckhorn”), a private company that holds a 100% interest in mineral claims comprising 19,180 hectares prospective for uranium exploration in the north west region of the Athabasca Basin, Saskatchewan; (ii) consolidated its issued and outstanding share capital on a 10:1 basis; and (iii) closed the flow through tranche of its private placement offering.
The Company issued 47,400,000 common shares to shareholders of Duckhorn, and paid $74,000 in cash, as consideration for the acquisition of all of the issued and outstanding common shares of Duckhorn. The project is subject to a 2% underlying net smelter royalty to third party vendors, half (1%) of which can be purchased by Takara at any time by paying $1,000,000. Other than the payment of claims maintenance fees with the government to keep the project in good standing, there are no other commitments.
Subsequent to the acquisition of Duckhorn, the Company had 142,226,470 shares outstanding, all of which were consolidated on the basis of ten pre-consolidation shares for one post-consolidation share, resulting in a total of 14,222,647 shares outstanding. A letter of transmittal will be mailed to registered shareholders of Takara, to be used by shareholders to exchange their current share certificates for certificates representing the consolidated number of shares.
Subsequent to the consolidation, Takara closed the first tranche of its private placement offering announced on December 20, 2013, by the issuance of 2,560,000 flow through common shares for gross proceeds of $128,000. The December 20, 2013 news release refers to a finders fee of 7% cash and a number of finders warrants equal to 7% of the number of securities sold. The finders fee payable has been amended to 10% cash and a number of finders warrants equal to 10% of the securities (flow through shares or Units) sold. In conjunction with the closing of this first flow through tranche, the Company paid $6,800 (10% cash) and issued 136,000 non-flow through finders warrants, each finder’s warrant entitling the holder to acquire one common share of the Company at a price of $0.05 per share for 12 months. Upon the closing of this first tranche flow through offering, the Company had a total of 16,782,647 common shares outstanding, and no warrants or stock options, other than the above noted finders warrants.
Lastly, the Company announces the resignation of two directors of the Company, Ms. Jennifer Boyle and Ms. Lisa McCormack. Ms. Boyle has also resigned as President and CEO of the Company, but notwithstanding that, has agreed to be retained as a consultant to the Company for a period of six months, for the purpose of managing the day to day business administration, such term being renewable by mutual agreement of the Company and Ms. Boyle.
Mr. Chris Irwin and Mr. Chris Hopkins have been appointed as members of the board of directors to fill the board vacancies, and Mr. Hopkins has been appointed President and Chief Executive Officer of the Company.
FOR FURTHER INFORMATION PLEASE CONTACT:
President and CEO
Takara Resources Inc.
(647) 430.0966 (office)
Statement Regarding Forward Looking Information
Certain information contained in this news release, including any information relating to the proposed transaction and Takara’s future financial or operating performance may be deemed “forward-looking”. These statements relate to future events or future performance and reflect Takara’s expectations regarding the transaction, and the future growth, results of exploration, business prospects and opportunities of Takara. These forward-looking statements are subject to a variety of risks and uncertainties that are identified and disclosed. Although Takara believes that the forward-looking information contained in this news release are based on reasonable assumptions, readers cannot be assured that actual results will be consistent with such statements. Accordingly, readers are cautioned against placing undue reliance on forward-looking information. Takara expressly disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, events or otherwise, except in accordance with applicable securities laws.
The TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.
NOT FOR DISSEMINATION IN THE UNITED STATES