Tigris Uranium (TU-V) and Wolfpack Gold Announce Reverse Takeover Transaction
www.tigrisuranium.com
www.wolfpackgold.com Coming to theatre near you
$9.5 million cash
Dec 7, 2012 - News Release
Tigris Uranium Corp. has determined to diversify its business focus, while maintaining its exposure and commitment to the long-term viability of the uranium market. To this end, Tigris has made an investment in NexGen Energy Ltd. and has entered into a non-binding letter of intent, dated effective Nov. 30, 2012 (LOI), with Wolfpack, whereby Tigris has agreed to acquire all of the issued and outstanding shares of Wolfpack.
The transaction will constitute a reverse takeover (as defined in the policies of the TSX Venture Exchange (TSX-V) of Tigris by Wolfpack. Upon completion of the transaction, it is expected that the combined entity will continue to be classified as a mining issuer on the TSX-V.
Uranium activities and sector outlook
Tigris remains committed to the positive long-term opportunities within the uranium sector but is keenly aware of the short- and potentially medium-term issues facing the nuclear industry. Currently the uranium sector has been experiencing steadily declining prices, posing substantial short-term challenges. Various sources suggest no significant supply-demand imbalances on the horizon, which would, if present, lead to higher prices. The singular bright spot for investors in the uranium sector of late has been confined to the relative select group of companies making significant discoveries of high-grade uranium primarily in the Athabasca basin of Canada. The prospects for lower-grade in situ projects has been dimmed by the continuing low prices for uranium as well as the limited access to capital caused by global economic uncertainties.
Tigris owns a package of quality assets highlighted by the Crownpoint and Hosta Butte uranium projects located in McKinley county, N.M., which contain indicated mineral resources totalling 26.6 million pounds of U3O8 (triuranium octoxide) at an average grade of 0.105 per cent eU3O8 (U3O8 equivalent) and inferred mineral resources totalling 6.1 million pounds of U3O8 at an average grade of 0.110 per cent eU3O8 (see Tigris's news releases dated May 29, 2012, and June 7, 2012).
Although these assets have an annual holding cost of less than $5,000, they have been significantly impaired by the recent decision of Uranium Resources Inc. to defer construction of its neighbouring Churchrock project. This directly adversely affects Tigris as a significant amount of Tigris's uranium inventory is covered under licences held by Uranium Resources.
Consistent with Tigris's long-term view on the potential for growth in the uranium market, and the industry's current focus on high-grade deposits primarily in the Athabasca basin, Tigris has agreed to acquire 3.75 million units of NexGen at a price of 40 cents per unit. Each unit comprises one common share of NexGen and one-half of one common share purchase warrant, with each whole warrant entitling the holder thereof to purchase one share at a price of 60 cents per share for a period of two years from the date of issuance. NexGen has recently announced a reverse takeover transaction with Clermont Capital Inc. (see Clermont's news release dated Nov. 30, 2012).
NexGen
NexGen is a uranium exploration company with a portfolio of assets strategically located in the Athabasca basin, Canada, and is focused on discovering the next world-class uranium orebody. NexGen's portfolio includes the Radio project. The Radio project is interpreted to be on the same structural trend as Rio Tinto's Roughrider deposit along with the majority of the Canadian projects formerly held by Mega Uranium Ltd., which were recently acquired by NexGen.
Business combination with Wolfpack
Wolfpack was formed by the combination of assets in the United States from Seabridge Gold Corp. and Golden Predator Corp. Over the past few years, both of these advanced gold exploration companies have concentrated their efforts in Canada, while maintaining a select portfolio of gold projects in Nevada, one of the leading gold jurisdictions of the world. Most of these projects have seen little to no exploration since the price of gold was below $400 (U.S.) per ounce. The package of gold assets includes several projects that saw production from open-pit heap-leach operations during the late 1980s to mid-1990s. Several of these projects host historic resources, and the report titled, "Castle Black Rock Project, Castle Zone Resource Evaluation, Esmeralda County, Nevada," dated July 9, 2012 (amended Sept. 27, 2012), estimates the total inferred resources for the Castle zone at the property to be 14,683,000 tonnes of mineralized material with gold grading 0.45 gram per tonne, at a cut-off grade of 0.25 g/t.
Name change
On completion of the transaction, Tigris plans to change its name to Wolfpack Gold Corp. or such other name as may be approved by its board of directors.
Rationale
By combining advanced uranium assets with a quality package of gold exploration projects, including a treasury of approximately $9.5-million in cash and investments, the combined entity will provide shareholders with value and liquidity through current and continuing gold exploration as well as long-term benefits derived from the significant uranium assets. The technical team leading this effort combines the strengths of both companies resulting in a highly qualified technical team with specialty expertise in Nevada gold systems as well as uranium deposits.
The technical team
The combined entity will be led by Nathan Tewalt, BSc, chief executive officer, who led the team along with Tom Chadwick, BSc, CPG, vice-president, exploration, and Richard Rukavina, BSc, permitting and project management, responsible for the discovery of the Hollister and Rossi (Storm) deposits on the Carlin trend in Nevada while in the employ of Great Basin Gold Ltd. and FMC Gold Corp., respectively. The technical team is augmented by Mark J. Abrams, MSc, CPG, and vice-president, corporate development, who has more than 30 years of experience primarily in Nevada with Placer Dome and Agnico Eagle. Douglas Underhill, PhD, CPG, MBA, rounds out the technical team and is responsible for Tigris's uranium interests. Dr. Underhill has more than 40 years experience in mineral exploration, specializing in uranium geology, ISR (in situ recovery) technology and supply-demand analysis. He has served as uranium resource and production specialist with the nuclear fuel cycle and waste technology division for the International Atomic Energy Association (IAEA).
Although the combined entity will focus exclusively on advancing its Nevada gold assets, it will maintain its considerable uranium assets and remains confident in the long-term value inherent therein.
"This business combination will bring together two successful acknowledged technical teams and a portfolio of quality assets. By combining the established but out-of-favour uranium assets with the advanced gold exploration assets in Nevada, we are creating a company with a dynamic future," said chairman William M. Sheriff. "Shareholders of the new company will benefit from near-term success and progress in the gold sector while maintaining the longer-term window on Tigris's significant uranium holdings."
About Wolfpack Gold
Wolfpack's mandate is to advance low-cost heap-leach and high-grade underground gold projects toward production in the Western United States. Wolfpack owns a significant portfolio of gold properties located in Nevada and surrounding states, and has options to acquire certain properties, including the Castle Black Rock and Adelaide properties located in Nevada. Wolfpack's portfolio has seen little to no activity since gold prices were below $400 (U.S.) per ounce. Both Adelaide and Castle Black Rock have previous operating histories as open-pit heap-leach operations during the late 1980s, when they were closed due to low gold prices.
Complete information regarding Wolfpack's properties may be found in Wolfpack's National Instrument 43-101 technical reports and other filings, which are available under Wolfpack's SEDAR profile.
Adelaide property
Location
The Adelaide property is a gold exploration project consisting of 210 unpatented lode mining claims located on the eastern flank of the Sonoma Ridge in Humboldt county, Nevada, approximately 15 miles southeast of Winnemucca, Nev. By road, Adelaide can be accessed year-round by travelling 16 miles east of Winnemucca on Interstate 80 to exit 194 at Golconda and then south on the gravelled all-season Pumpernickle Valley road for 13.5 miles. Adelaide lies on the northern portion of the Battle Mountain -- Eureka gold trend. The property is 16 miles west of Newmont's Lone Tree gold deposit, 19 miles west of Goldcorp/Barrick's Marigold gold deposit and 24 miles northwest of Newmont's Battle Mountain gold-copper deposit complex.
History
The Gold Run (or Adelaide) district was organized in 1866, and the production of lead, zinc and silver ores was first reported in 1869 but with the bulk of production between 1897 and 1910. An estimated 19,000 ounces of gold and 345,000 ounces of silver were produced from the Adelaide-Crown mine from the early 1900s through 1992. More recently, numerous operators have explored the Adelaide property and surrounding area, including Phelps Dodge Corp., Duval Corp., Noranda Inc., Gold King Consolidated Inc., Cambior Exploration USA Inc., Newmont, Canyon Resources Corporation and Golden Predator. Of those operators, Gold King Consolidated mined approximately 4,900 ounces gold and 53,000 ounces silver in 1990.
Canyon Resources leased the property from Newmont pursuant to the Adelaide and Tuscarora mineral lease and sublease in late 2006, and carried out data collection and GIS (geographic information systems) compilation during 2007, generating a database with most assay values obtained from previous drilling. Golden Predator acquired an option to acquire Canyon's lease interest in the Adelaide property in 2008 pursuant to the Adelaide and Tuscarora option agreement, and assumed Canyon's obligations in February, 2008. On June 28, 2012, a transaction was completed whereby the Adelaide lease was one of the key interests contributed as an option agreement to Wolfpack as part of a three-way deal with Golden Predator and Seabridge.
Interest
Wolfpack holds an option to acquire Golden Predator's leasehold interest in the Adelaide property. To exercise the option, Wolfpack must issue 11 million of its common shares to Golden Predator over a three-year period. On exercise of the option, Wolfpack will grant to Golden Predator a 1-per-cent NPR (net profit royalty) on commercial production from the Adelaide property. Golden Predator's leasehold interest in the Adelaide property is subject to a 3-per-cent NSR, and the lessor has certain back-in rights to the property. Certain of the claims constituting the Adelaide property are subject to additional NSRs, ranging from 1.5 per cent to 2 per cent.
Resource
A total of 573 holes have been drilled by previous operators, including Golden Predator, for a total of 49,977 metres (163,966 feet) of reverse circulation and core drilling. Although several resources have been estimated for open-pit and underground gold-silver mineralization, and open-pit gold-silver production records from the 1989-to-1991 time period are available, there is currently no National Instrument 43-101-compliant resource estimate for the Adelaide property. Wolfpack expects to advance Adelaide toward the completion of a National Instrument 43-101-compliant resource in 2013.
Geologic setting and targets
The Adelaide property is underlain by the Lower Cambrian to Lower Ordovician Preble and Ordovician Valmy formations, which are variably deformed and metamorphosed. The two formations are generally separated by the Adelaide fault and associated structures. These rocks are locally intruded by dikes of intermediate to felsic composition. Two main lithologies within the mapped Preble include phyllite and carbonate, which generally strike northerly through the property. The units exhibit intense internal deformation including folding and faulting, while their age relationship is unknown.
Epithermal banded quartz-sulphide-plus/minus-adularia-plus/minus-electrum veins constitute one of the primary gold-silver occurrences on the Adelaide property. The veins occur along the northerly trending Adelaide fault zone and are hosted by the Preble and Valmy formations. The main veins trend north-northwest, dip approximately 70 to 85 degrees, and can both coalesce and diverge along strike. Three small open pits and older underground workings expose several main veins, splays and stockwork zones; the main veins are typically four feet to six feet wide. The three main veins mined to date include the Crown, Recovery and Margarite.
Another significant target type on the property occurs as gold-bearing silica replacement bodies in carbonate host rocks likely belonging to the middle Preble formation, and are known to occur immediately west of and to the north of the phyllite-hosted vein zones currently being explored at Crown, Recovery and Margarite. Recent additions to the drill hole database provide a more detailed picture of a significant bulk-tonnage gold target north of the current pits area at Knob Hill that may represent an excellent target for drilling planned to begin in early March, 2013.
Exploration plans
The Wolfpack technical team is currently preparing a phase one reverse circulation drill program for Adelaide with a planned start date of March, 2013. The timing and scope of this work will be influenced by the timing and completion of the transaction. Detailed mapping is under way and is expected to significantly impact target selection over the next few months as this information is combined with the historic mapping, sampling and drill results. Vein targets in and around the historic open pits will continue to be a focus in the coming drill program as will the bedded carbonate replacement bulk-tonnage targets to the west and north. In addition, engineering work is planned for the currently permitted exploration decline into the Margarite pit area as a precursor to a second phase of work on the vein zones.
Pending the results from phase one exploration program, engineering and modelling work, a contemplated phase two exploration program, as recommended in Wolfpack's technical report on Adelaide, proposes much more extensive exploration drilling and the construction of the decline into the Margarite vein zones.
Castle Black Rock property
Location
The Castle Black Rock property is a gold exploration project consisting of 209 unpatented lode mining claims located in Esmeralda county, Nevada, on the southern flank of the Monte Cristo Mountain Range, and is within the Walker Lane gold belt of western Nevada. Claims and identified gold concentrations that constitute the project are easily accessed via U.S. Highway 95/6 about 25 miles west of Tonopah, Nev., near McLeans, Nev. Highway 95/6 bisects the property, and the historic Boss open pit and associated mine area roads can be seen immediately north of the highway, where they provide year-round access and drilling access.
History
The exploration history of the Castle Black Rock property dates back to the 1940s when a local prospector discovered gold-mineralized outcrop in an area referred to as the Boss mine on the Castle Black Rock property. Between 1977 and 1982, the Castle Black Rock property was explored by Houston Oil and Minerals Company, Ebco Enterprises Inc. and Amax Exploration Inc. Between 1988 and 1990, Westley Exploration Inc. and Mintek Resources Ltd. conducted geophysical surveys and drilled over 250 holes peripheral to the Boss mine. Through this process, the Berg zone was discovered. Kennecott explored the Castle Black Rock property from 1993 to 1995.
Kennecott conducted geophysical surveys, including aeromagnetics, drilled 65 holes, and eventually discovered both the Castle zone and Black Rock zones. In 1997, Great Basin Exploration & Mining Company Inc. acquired the Castle Black Rock property from Kennecott, then optioned it to J.D. Welsh & Associates. In 1998, Cordex Exploration Co. drilled approximately 20 holes in and peripheral to the Castle zone. Also in 1998, Uranerz U.S.A. Inc. compiled previous exploration data, mapped and sampled outcrops, and drilled 21 holes.
Interest
Wolfpack holds an option to acquire Seabridge's leasehold interest in the Castle Black Rock property. To exercise the option, Wolfpack must issue 11 million of its common shares to Seabridge over a three-year period. On exercise of the option, Wolfpack will grant to Seabridge a 1-per-cent NPR on commercial production from the Adelaide property. The lessor of certain of the claims constituting the Castle Black Rock property is a company controlled by Mr. Sheriff, a director and officer of Wolfpack and Tigris, which holds a 3- to 5-per-cent sliding-scale NSR (with a 50-per-cent buyback provision) on these claims. A third party holds NSRs ranging from 0.5 per cent to 1.0 per cent on certain other claims constituting the Castle Black Rock property.
Resource
The Castle Black Rock technical report dated July 9, 2012, amended Sept. 27, 2012, estimates the total inferred resources for the Castle zone of the Castle Black Rock property to be 14,683,000 tonnes of mineralized material with gold grading 0.45 g/t at a cut-off grade of 0.25 g/t.
The Castle Black Rock property contains 283 documented drill holes completed by previous operators, with reference to additional earlier undocumented holes. Not all drill holes were used for estimation purposes, as survey data were not available for some holes, and assay data were not verifiable for other holes. Only holes that had both survey and assay data that were verifiable were used for estimation purposes. The author of the Castle Black Rock technical report only validated the drilling conducted by Kennecott for use in resource estimation, of which 57 reverse circulation drill holes drilled in 1994 and 1995 were verifiable and usable for resource estimation. Of the 57 usable reverse circulation drill holes, 33 were located in the Castle zone and were utilized for grade interpolation.
Additional infill and step-out drilling planned by Wolfpack in 2013 will be designed to confirm and extend areas of known gold mineralization in the Boss, Berg, Black Rock and Castle zones.
Geologic setting and targets
Quaternary gravel and alluvial fan deposits cover at least 60 per cent of the Castle Black Rock property emphasizing the importance of extracting as much information from the outcrop mapping and drilling data available within and around the claim block. The oldest unit on the property is the Ordovician Palmetto formation, a black limey shale and chert. The Palmetto is overlain by the Castle Peak rhyolite, which in turn is overlain by the porphyritic andesite flows of the Miocene Blair junction andesite unit. Intercalated in the andesite units are rhyolite tuff units that include both non-welded and welded textures. Rhyolite dikes and possibly laccolithic dome features intrude the section.
Hydrothermal alteration in the volcanic rock is focused on structures, and is zoned vertically and laterally from these structures. Alteration mineralogy is quartz-adularia associated with fracture and breccia-matrix filling. Vertical zonation of the alteration sequence has created an intense argillic cap above the gold-bearing structures, from three to 30 metres thick. Lateral zonation grades away from quartz-adularia-filled structures to pervasive sericite-clay outward to a propylitic assemblage in andesite. Hydrothermal alteration is most restrictive in the sedimentary rocks but more dispersed in andesitic unites, while locally extensive in the rhyolite tuffs.
Recent mapping suggests intersecting northeast- and northwesterly striking fault zones can produce bulk-tonnage gold targets in the volcanic section, with potential for higher-grade vein and structural zones near the base of the volcanics and in the underlying Palmetto sediments. Both targets types offer attractive exploration opportunities on the property.
Exploration plans
As recommended in the Wolfpack National Instrument 43-101 technical report for Castle Black Rock, a first phase of drilling, permitting and modelling work is planned for early 2013 with timing dependent on the completion of the transaction. Most of the drilling will be completed by reverse circulation, although select core drilling is tentatively planned in high-grade areas of the Castle zone. The primary goal of this work is to provide enough confirmation drill hole data to convert previously drilled currently non-National Instrument 43-101 mineralized material to qualified resources and to expand areas of known mineralization. In addition, recently mapped structures and their projections will be tested under gravel cover to locate new target areas.
The second phase contemplated in the technical report involves more detailed drilling, and predevelopment engineering and permitting work, and will be based on the results from phase one.
Other Wolfpack properties
Lantern
At Lantern, Wolfpack controls 114 unpatented lode mining claims located approximately six miles southeast of Allied Nevada's Hycroft open-pit gold-silver mine. The historic Rosebud underground gold mine sits midway on this same trend between Hycroft and Lantern, and was a significant gold producer for Hecla Mining in the 1990s. Drilling by Santa Fe Mining in the early 1980s at Lantern produced a significant gold equivalent resource for that company, and will provide an excellent starting point for a mapping, sampling and drilling program tentatively planned by Wolfpack's geologists for mid-2013. Several targets have been identified on the property in a variety of rock types, and with the location of the property and ease of access, the greater Lantern land position is expected to receive additional attention in 2013.
Golden Ridge
Golden Ridge is located in the northeasternmost corner of California on the Oregon and Nevada borders, and remains one of the higher-grade gold properties in the Wolfpack portfolio. The location of the property and high-grade nature of the vein material currently being explored by Wolfpack suggests that a possible high-grade underground mining scenario, with truck transport to a mill in Nevada, could be a viable production scenario should an adequate resource be put together. Wolfpack currently controls 129 unpatented lode mining claims and an additional 2,665 acres of fee land.
Tuscarora
High-grade gold and gold-silver targets are also present in the historic underground and open-pit mining district of Tuscarora, Nev., where 500,000 ounces of gold and seven million ounces of silver were produced between the 1860s and 1995. The land position consists of 247 unpatented lode mining claims and is easily accessed through 52 miles of paved roads from Elko, Nev. Wolfpack plans to follow up high-grade core intercepts in an area with postmineral cover that was previously discovered by Newcrest Mining in the early 1990s, once permitting is completed in the area.
Financial information on Wolfpack may be found under Wolfpack's SEDAR profile.
Wolfpack, a British Columbia corporation, is a reporting issuer in British Columbia, Alberta, Manitoba and Ontario. Its directors and officers (and jurisdiction of residence) include William M. Sheriff (Yukon), Nathan A. Tewalt (Nevada), John W. Legg (British Columbia), David Schmidt (British Columbia), Matthew Anderson (British Columbia), Rudi P. Fronk (Ontario), William E. Threlkeld (Colorado), Dan T. Gosselin (Ontario), Mark Abrams (Nevada) and Nancy La Couvee (British Columbia).
Terms of the transaction
The LOI with Wolfpack contemplates Tigris completing a consolidation of one new share for each three old shares, issuing 29,965,000 postconsolidation shares to the current Wolfpack shareholders, and changing its name to Wolfpack Gold. The transaction is anticipated to involve a three-cornered amalgamation whereby a wholly owned subsidiary of Tigris will amalgamate with Wolfpack. It is anticipated that a total of 49,897,750 postconsolidation Tigris shares will be issued and outstanding on closing of the transaction, with 40 per cent being held by the current Tigris shareholders and 60 per cent being held by the current Wolfpack shareholders.
Conditions to closing
Completion of the transaction will be subject to the following conditions:
- All required consents being obtained;
- The approval of the transaction by the board of directors of each of Tigris and Wolfpack;
- The approval of the transaction by the shareholders of Wolfpack and Tigris, and by the TSX-V;
- The agreement of the optionors of Wolfpack's Adelaide/Tuscarora, Castle Black Rock, Liberty Springs and Four Mile basin properties to redate the future share issuance obligations under the respective option agreements;
- Wolfpack and Tigris completing their respective due diligence;
- No legal proceedings pending or threatened to enjoin, restrict or prohibit the transaction;
- Other conditions customary in transactions similar to the transaction.
Lock-up and support agreements
Tigris has received lock-up and support agreements in favour of the transaction from holders of 28,013,000 its common shares (none of whom are directors or officers of either company), which shares constitute 46.9 per cent of its outstanding common shares.
New directors and officers
The LOI provides that the board of directors of the combined entity will, on closing, consist of two representatives of management, two nominees of Tigris and three nominees of Wolfpack. It is anticipated that these persons will be the following.
Mr. Sheriff, MSc, chairman
Mr. Sheriff was co-founder and chairman of Energy Metals Corp., and was responsible for compiling the largest domestic uranium resource base in U.S. history. Mr. Sheriff is chairman and chief executive officer of Golden Predator, chairman of Silver Predator, interim CEO of Redtail Metals Corp., and is also a director of Western Lithium USA Corporation. Mr. Sheriff owns one of the largest privately held mining databases in the world. Mr. Sheriff holds a bachelor of science degree (geology) from Fort Lewis College, Colorado, and a master of science degree from the University of Texas -- El Paso in mining geology and mineral economics.
Mr. Tewalt, BSc, CEO and director
Mr. Tewalt is the CEO and a director of Silver Predator, and has over 25 years of experience in exploration and executive management positions in the Western United States. Prior to its merger with Silver Predator, Mr. Tewalt founded Nevgold Resource Corp. in 2007 and Colombian Mines Corporation in 2006, serving as chief executive officer for both companies. In 2006, as president and CEO of Standard Uranium Inc., Mr. Tewalt completed a private company acquisition in Texas that resulted in the uranium explorer progressing from a private start-up in 2003, gaining a public listing in 2004 and winding up as a successful buyout in 2006 by Energy Metals Corp. (subsequently acquired by Uranium One for $1.8-billion). Prior to Standard Uranium, he was the co-founder and chief executive officer of Great Basin Gold Ltd., where he and his exploration team discovered the Midas-style vein system and completed the Hollister Ivanhoe mine acquisition. Mr. Tewalt is a registered geologist (Washington) specializing in Nevada-style precious metals systems.
Mr. Fronk, MSc, director
Mr. Fronk is the director, president and CEO of Seabridge, and has over 30 years experience in the gold business, primarily as a senior officer and director of publicly traded companies. Since 1999, Mr. Fronk has served as president and CEO of Seabridge. Prior to Seabridge, Mr. Fronk held senior management positions with Greenstone Resources, Columbia Resources, Behre Dolbear & Company, Riverside Associates, Phibro-Salomon, Amax and DRX. Mr. Fronk is a graduate of Columbia University from which he holds a BSc in mining engineering and an MSc in mineral economics.
Mr. Threlkeld, MSc, director
For the past 11 years, Mr. Threlkeld has served as senior vice-president of Seabridge where he has designed and executed exploration and resource delineation programs that have defined more than 45 million ounces of measured and indicated gold resources. His successes include the discovery and definition of the Mitchell and Iron Cap deposits, which have made the KSM project in British Columbia the largest gold reserve in Canada. Mr. Threlkeld has 31 years of experience in the industry, and obtained a BSc from Colorado State University and an MSc in economic geology from the University of Western Ontario.
Mr. Legg, BA, LLB
Mr. Legg has a proven record in the mining industry, with over 15 years of experience with public resource companies. As president of Golden Predator from 2009 through September, 2012, Mr. Legg steered that company through its expansion into the Yukon including the acquisition and financing of the Brewery Creek mine culminating in Golden Predator securing a $35-million debt facility to finance reactivation of the Brewery Creek mine. From 1994 through 2006 Mr. Legg was a securities lawyer in private practice, advising companies in natural resources, securities and corporate finance law, and from 2007 to 2009 Mr. Legg was executive vice-president of a private mining company operating in Mexico. Mr. Legg holds a bachelor of arts degree from the University of British Columbia and a bachelor of laws degree from Dalhousie Law School.
Dennis Stover, BA, BSc, MSc, PhD
Dr. Stover recently retired from his position as executive vice-president, Americas, for Uranium One Inc. where he was responsible for the commercial development of Uranium One's substantial U.S. uranium assets as well its uranium assets located elsewhere in the Americas. Previous to this position, he served as chief operating officer of Energy Metals and was instrumental in advancing its U.S. assets prior to its sale to Uranium One. Before joining Energy Metals in 2005, he led a private consulting firm, which provided technical services to both domestic and international uranium mining ventures, including a detailed process design for a large acidic ISR operation in Asia, development of an operating plan for a proposed ISL (in situ leach) mine in the United States and a number of other projects throughout the world. From 1989 until 2002, he served as vice-president, engineering and project development, for Rio Algom Mining Corp. While with Rio Algom, Dr. Stover directed a total revision of mineral resource and reserve calculation methods to conform to current Securities and Exchange Commission (SEC) and international reporting requirements. Prior to joining Rio Algom, he served as chief engineer for Everest Minerals Corporation for 11 years.
William B. Harris, BA, MBA
Mr. Harris has more than 35 years of experience in financial and executive management with public companies. A partner of Solo Management Group LLC, he was previously president and CEO of Hoechst Fibers Worldwide, a $5-billion sales company. He is a former director of Energy Metals and Potash One, and is currently a director of Golden Predator, Silver Predator and EMC Metals Corp.
Sponsorship
Tigris will be seeking a waiver from the TSX-V sponsorship requirement.
Non-arm's-length parties
The transaction will involve certain non-arm's-length parties, as defined in the policies of the TSX-V, including Mr. Sheriff, who is a director and officer of both Tigris and Wolfpack, and Mr. Legg, who is a director of Tigris, and a director and officer of Wolfpack. Mr. Sheriff also holds an ownership interest in certain mineral properties under option to Wolfpack, in respect of which he may receive additional share issuances and royalty payments. Further information on the interests held by Mr. Sheriff may be found in Wolfpack's Oct. 5, 2012, SEDAR filings under Wolfpack's profile. Because the transaction involves non-arm's-length parties, the TSX-V may require that the transaction be approved by disinterested shareholders.
Resumption of trading
Trading of Tigris shares on the TSX-V will remain halted until the transaction is accepted by, or satisfactory documentation has been filed with, the TSX-V.
We seek Safe Harbor. |
