Press Release
Mar 24, 2009 13:34 ET
Moto Goldmines Acquires Shares of Kilo Goldmines
PERTH, WESTERN AUSTRALIA--(Marketwire - March 24, 2009) -
NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH ANY US NEWSWIRE SERVICE
Moto Goldmines Limited ("Moto") (TSX:MGL)(AIM:MOE) is issuing this news release pursuant to the early warning reporting provisions of securities legislation in the Provinces of British Columbia, Alberta and Ontario in respect of Kilo Goldmines Ltd. (the "Issuer") (TSX VENTURE:BRQ.P).
In the course of the Qualifying Transaction (as defined in Policy 2.4 of the TSX Venture Exchange) between the Issuer (previously Blue Ribbon Capital Corporation) and Kilo Goldmines Inc. (the "Transaction"), Moto acquired ownership of and control over 7,853,353 common shares of the Issuer in exchange for shares held in Kilo Goldmines Inc. Pursuant to the Transaction, Moto acquired ownership of and control over approximately 20% of the 39,266,766 common shares of the Issuer that are currently issued and outstanding, on a non-diluted basis, based on information received from the Issuer. Moto also acquired ownership of and control over 1,297,400 warrants to purchase common shares of the Issuer, representing approximately 20% of the issued and outstanding warrants of the same class of the Issuer, based on information received from the Issuer. Each warrant entitles the holder to acquire one common share of the Issuer at a price of $0.60 per common share for a period of two years from grant. If Moto exercised all of the warrants held by it, it would own approximately 22.6% of the common shares of the Issuer then issued and outstanding, on a non-diluted basis, calculated by adding the 1,297,400 common shares that would then be issued to Moto to the 7,853,353 common shares already held by Moto and dividing that number by the 39,266,766 common shares of the Issuer that are currently issued and outstanding plus the 1,297,400 common shares that would then be issued to Moto.
The issue of common shares of the Issuer, to Moto, is the result of an agreement entered into in November 2006 to transfer Moto's rights and obligations to several mineral projects in the north-east of the Democratic Republic of Congo to Kilo Goldmines Inc. Pursuant to this agreement Moto would receive common shares upon Kilo Goldmines Inc. completing a "going public transaction" on the TSX Venture Exchange, in order to maintain a prescribed ownership interest at the time of the transaction. This agreement was revised to include warrants upon the Issuer determining to include the issuance of warrants in the going public transaction. For further information on Kilo Goldmines Ltd. please visit their website at www.kilogold.net.
Moto acquired the shares and warrants for investment purposes. Moto has no current intention to acquire additional common shares of the Issuer, but may do so depending upon market circumstances.
A copy of the early warning report filed in connection with this transaction is available under the Issuer's profile and under Moto's profile on SEDAR at www.sedar.com.
ARBN 113 274 874
The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this news release.
For more information, please contact:
Moto Goldmines LimitedAndrew Dinning
President and Chief Operating Officer
+61 8 9273 4222
[email protected]
or
Moto Goldmines Limited
Mark Arnesen
Financial Director and Chief Financial Officer
+61 8 9273 4222
[email protected]
www.motogoldmines.com
or
Nominated advisor for the purposes of AIM:
RFC Corporate Finance Ltd
Steve Allen
+61 8 9480 2508
[email protected]
or
AIM Broker
GMP Securities Europe LLP
James Hannon
+44 207 647 2803
[email protected]
