First Mining Completes Acquisition of Goldrush Resources Ltd.
January 7, 2016
VANCOUVER, BRITISH COLUMBIA--(Marketwired - Jan. 7, 2016) - First Mining Finance Corp. ("First Mining") (TSX VENTURE:FF)(OTCQB:FFMGF) and Goldrush Resources Ltd. ("Goldrush") (TSX VENTURE:GOD)(OTC PINK:GDRRF) are pleased to announce the successful completion of the previously announced business combination, pursuant to which First Mining has acquired all the issued and outstanding shares of Goldrush by way of a court approved plan of arrangement (the "Arrangement").
Keith Neumeyer, Chairman of First Mining stated, "With the completion of this transaction, First Mining Finance has now closed four acquisitions in less than 10 months of becoming publicly traded. We plan to continue to aggressively build our mineral bank to create one of the largest portfolios of development and exploration projects in the Western Hemisphere. I am delighted to welcome shareholders of Goldrush to our exciting and rapidly growing company."
Under the terms of the Arrangement, each Goldrush shareholder is entitled to receive 0.0714 First Mining common shares for each common share of Goldrush.
Registered shareholders of Goldrush will receive shares of First Mining to which they are entitled upon delivery to Computershare Trust Company of Canada ("Computershare") of their respective share certificates and completed letters of transmittal together with other required documents. Shareholders are encouraged to contact Computershare at 1-800-564-6253 or email@example.com for further information concerning the exchange process. The vast majority of shareholders of Goldrush are non-registered shareholders. Non-registered shareholders do not need to deposit share certificates or letters of transmittal.
Following completion of the Arrangement, Goldrush's shares will be de-listed from the TSXV in the coming days, and it is anticipated that First Mining will apply to cause Goldrush to cease being a reporting issuer under applicable Canadian securities laws.
ABOUT FIRST MINING FINANCE CORP.
First Mining is a mineral property holding company whose principal business activity is to acquire high quality mineral assets with a focus in the Americas. The Company currently holds a portfolio of 21 mineral assets in Canada, Mexico and the United States with a focus on gold. Ultimately, the goal is to continue to increase its portfolio of mineral assets through acquisitions that are expected to be comprised of gold, silver, copper, lead, zinc and nickel properties.
ABOUT GOLDRUSH RESOURCES LTD.:
Goldrush is a Canadian mineral exploration company focused on gold exploration, with a treasury of approximately CAD$3,400,000, royalty interests on two gold projects in Burkina Faso, West Africa and receivables valued at up to US$750,000.
ON BEHALF OF THE BOARD OF FIRST MINING FINANCE CORP.
Keith Neumeyer, Chairman
ON BEHALF OF THE BOARD OF GOLDRUSH RESOURCES LTD.
Len Brownlie, President & CEO
Cautionary Note Regarding Forward-Looking Statements
This press release includes certain "forward-looking information" and "forward-looking statements" (collectively "forward-looking statements") within the meaning of applicable Canadian and United States securities legislation including the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements are frequently, but not always, identified by words such as "expects", "anticipates", "believes", "intends", "estimates", "potential", "possible", and similar expressions, or statements that events, conditions, or results "will", "may", "could", or "should" occur or be achieved. Forward looking statements in this press release relate to, among other things, future acquisitions by First Mining, delisting of Goldrush shares and Goldrush ceasing to be a reporting issuer. Actual future results may differ materially. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements reflect the beliefs, opinions and projections on the date the statements are made and are based upon a number of assumptions and estimates that, while considered reasonable by the respective parties, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies.
Many factors, both known and unknown, could cause actual results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements and the parties have made assumptions and estimates based on or related to many of these factors. Such factors include, without limitation: the risk that First Mining will be unable to acquire additional assets as well as other risks set out in First Mining's filing statement dated March 18, 2015. Readers should not place undue reliance on the forward-looking statements and information contained in this news release. First Mining and Goldrush assume no obligation to update such forward-looking statements or information, should they change, except as required by law.
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 release.