Western Copper Announces Shareholder And Court Approval Of Arrangement
VANCOUVER, Oct. 5, 2011 /CNW/ - Western Copper Corporation ("Western
Copper" or "Existing WRN") (TSX: WRN) (NYSE: WRN) is pleased to
announce that the Supreme Court of British Columbia has granted the
final order approving the previously announced plan of arrangement
under the Business Corporations Act (British Columbia) under which Western Copper will spin-out its
Carmacks project in the Yukon Territory and its Redstone project in the
Northwest Territories indirectly to Copper North Mining Corp. ("Copper
North"), spin-out its Island Copper project in British Columbia
indirectly to NorthIsle Copper and Gold Inc. ("NorthIsle"), and rename
Western Copper Corporation as Western Copper and Gold Corporation ("New
WRN"). The plan of arrangement is expected to complete after the close
of markets on Monday, October 17, 2011 (the "Effective Time").
Western Copper anticipates that common shares of New WRN ("New WRN
Shares") will commence trading on the Toronto Stock Exchange a few days
after October 17, 2011. Advance notice of the commencement of such
trading will be provided by press release.
Application has also been made to list the common shares of Copper North
("Copper North Shares") and the common shares of NorthIsle ("NorthIsle
Shares") on the TSX Venture Exchange. Such listings are subject to
compliance with all of the TSX Venture Exchange requirements, including
receipt by the TSX Venture Exchange of all required documentation.
Entitlement to spin-out shares
a) For Shareholders trading on the Toronto Stock Exchange ("TSX")
New WRN Shares will not trade on the TSX until a few days after the Effective Time on October 17, 2011.
Common shares of Western Copper will continue to trade on the TSX as Existing WRN Shares with an entitlement to New WRN Shares, Copper North Shares and NorthIsle Shares until New WRN Shares begin trading on the TSX, despite the fact that the Effective Time for the implementation of the plan of arrangement will have occurred on Monday, October 17, 2011.
In order to receive New WRN Shares, Copper North Shares and NorthIsle Shares, an investor must execute a trade to purchase Existing WRN Shares on the TSX before the New WRN Shares commence trading on the TSX.
b) For Shareholders trading on the NYSE Amex
It is expected that common shares of New WRN will commence trading on the NYSE AMEX at the market opening on Tuesday, October 18, 2011.
Common shares of Western Copper will trade on the NYSE Amex as Existing WRN Shares with an entitlement to New WRN Shares, Copper North Shares and NorthIsle Shares until the close of trading on Monday, October 17, 2011.
In order to receive New WRN Shares, Copper North Shares and NorthIsle Shares, an investor must execute a trade to purchase Existing WRN Shares on the NYSE Amex before the close of trading on Monday, October 17, 2011.
Exchange of Existing WRN Shares
If your current Western Copper common shares (CUSIP 95805Y102) are held
through your broker, your broker, or the depositary with which your
broker holds such shares, will be responsible for dealing with the
exchange of Existing WRN Shares for New WRN Shares (CUSIP 95805V108)
and the distribution of Copper North Shares (CUSIP 21751R107) and
NorthIsle Shares (CUSIP 66644R103) on your behalf.
Western Copper will be mailing letters of transmittal to all eligible
registered shareholders. To receive certificates representing New WRN
Shares, Copper North Shares and NorthIsle Shares, registered
shareholders must surrender their certificates for Existing WRN Shares,
together with a duly completed letter of transmittal, to Computershare
Investor Services Inc. ("Depositary") at the address shown on the
letter of transmittal. Upon surrender to the Depositary for
cancellation of a certificate representing Existing WRN Shares,
together with a properly executed letter of transmittal, the holder of
such surrendered certificate will be entitled to receive, and the
Depositary will deliver to such holder, certificates representing that
number (rounded to the nearest whole number) of New WRN Shares, Copper
North Shares and NorthIsle Shares that such holder has the right to
receive pursuant to the plan of arrangement and the surrendered
certificate will be cancelled.
ABOUT WESTERN COPPER CORPORATION
Western Copper is a Vancouver-based exploration and development company
with properties containing significant copper, gold and molybdenum
resources and reserves. The Company has 100% ownership of four Canadian
properties. The two most advanced projects are the Casino Project and
the Carmacks Copper Project, both located in the Yukon Territory. The
Casino Project is one of the world's largest open-pittable gold,
copper, silver and molybdenum deposits. For more information, visit www.westerncoppercorp.com.
On behalf of the board,
"Dale Corman"
F. Dale Corman
Chairman & CEO
Cautionary Disclaimer Regarding Forward-Looking Statements and
Information
Certain of the statements and information in this press release
constitute "forward-looking statements" within the meaning of the
United States Private Securities Litigation Reform Act of 1995 and
"forward-looking information" within the meaning of applicable Canadian
securities laws. Forward-looking statements and information generally
express predictions, expectations, beliefs, plans, projections, or
assumptions of future events or performance and do not constitute
historical fact. Forward-looking statements and information tend to
include words such as "may," "expects," "anticipates," "believes,"
"targets," "forecasts," "schedules," "goals," "budgets," or similar
terminology. Forward-looking statements and information herein
include, but are not limited to, statements with respect to the
completion of the proposed plan of arrangement and the expected timing
and structure thereof; anticipated listings and trading and the
expected timing thereof; anticipated regulatory approvals; and resource
and reserve estimates. All forward-looking statements and information
are based on Western Copper's or its consultants' current beliefs as
well as various assumptions made by and information currently available
to them. These assumptions include, without limitation that regulatory
approvals to the proposed plan of arrangement and proposed listings
will be obtained in a timely manner, that regulatory approvals will be
available on acceptable terms and assumptions made in the Company's
technical report(s) disclosing resources and reserves. Although
management considers these assumptions to be reasonable based on
information currently available to it, they may prove to be incorrect.
Forward-looking statements and information are inherently subject to
significant business, economic, and competitive uncertainties and
contingencies and are subject to important risk factors and
uncertainties, both known and unknown, that are beyond Western Copper's
ability to control or predict. Actual results and future events could
differ materially from those anticipated in forward-looking statements
and information. Examples of potential risks are set forth in Western
Copper's annual report most recently filed with the U.S. Securities and
Exchange Commission and the Canadian Securities Administrators as of
the date of this press release. Accordingly, readers should not place
undue reliance on forward-looking statements or information. Western
Copper expressly disclaims any intention or obligation to update or
revise any forward-looking statements and information whether as a
result of new information, future events or otherwise, except as
otherwise required by applicable securities legislation.
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