VANCOUVER, BRITISH COLUMBIA -- (Marketwire) -- 09/15/10 -- New Pacific Metals Corp. (TSX VENTURE: NUX) ("New Pacific"), announces today that it has taken up (or already owned) 76,106,723 common shares of Tagish Lake Gold Corp. ("Tagish Lake") that have been tendered to the take-over bid by New Pacific for all of the outstanding common shares ("Tagish Shares") and the offer to purchase all the debt of Tagish Lake (the "Offer"). The Tagish Shares taken up, and the Tagish Shares that were already owned by Offeror, represent approximately 53.2% of the Tagish Shares issued and outstanding. Tagish Lake shareholders holding 73,468,550 Tagish Shares (including the 14.3 million Tagish Shares owned by New Pacific) chose to receive consideration consisting solely of common shares of New Pacific for tendering their Tagish Shares to the Offer.
New Pacific also announces that tomorrow it will file an additional Notice of Change (the "Notice of Change") with applicable securities regulators and will commence mailing to holders of outstanding Tagish Shares and debt of Tagish Lake. The Notice of Change modifies the Offer as set out in the take-over bid circular dated July 21, 2010 (the "Circular"), the Notice of Change dated July 27, 2010, the Notice of Change dated August 20, 2010 and the Notice of Change dated August 26, 2010 by increasing New Pacific's offer for each Tagish Share and extending the expiry time of the Offer from 5:00 p.m. (EST) on September 15, 2010 to 11:59 p.m. (EST) on September 27, 2010.
The increased offer per Tagish Share is:
a. $0.10 in cash (the "Cash Election"); or
b. 0.1370 of a common share of New Pacific (a "New Pacific Share") (the
"Share Election"); or
c. a combination of 50% in cash and 50% in New Pacific Shares (the
"Combined Election").
The increased consideration per Tagish Share will be payable to Tagish Lake shareholders who have already validly tendered their Tagish Shares, which have been taken up by New Pacific, and who validly tender their Tagish Shares prior to the new expiry time of the Offer of 11:59 p.m. (EST) on September 27, 2010.
For Tagish Lake shareholders who tender all their Tagish Shares under the Cash Election the enhanced $0.10 Cash Offer represents:
a. a premium of approximately 150% over the $0.04 closing price of the
Tagish Lake Shares on the TSXV on July 2, 2010, the last trading day
prior to the July 5, 2010 announcement of New Pacific's intention to
make the Offer; and
b. a premium of approximately 89% over the $0.053 volume weighted average
price of the Tagish Lake Shares on the TSXV for the year to date ended
September 15, 2010, the last trading to prior to this Notice.
For Tagish Lake shareholder who tender all their Tagish Shares under the Combined Election, based on the $1.10 closing price of the New Pacific Shares on September 15, 2010, the implied offer for each Tagish Lake share is approximately $0.125 which represents:
a. a premium of approximately 213% over the $0.04 closing price of the
Tagish Lake Shares on the TSXV on July 2, 2010; and
b. a premium of approximately 136% over the $0.053 volume weighted average
price of the Tagish Lake Shares on the TSXV for the year to date ended
September 15, 2010.
For Tagish Lake shareholders who tender all their Tagish Shares under the Share Election, based on the $1.10 closing price of the New Pacific Shares on September 15, 2010, the implied offer for each Tagish Lake share is approximately $0.15 which represents:
a. a premium of approximately 275% over the $0.04 closing price of the
Tagish Lake Shares on the TSXV on July 2, 2010; and
b. a premium of approximately 183% over the $0.053 volume weighted average
price of the Tagish Lake Shares on the TSXV for the year to date ended
September 15, 2010.
Investors may obtain a free copy of the Circular and other documents filed by New Pacific with the Canadian securities regulators at www.sedar.com. The Circular and other documents may also be obtained for free from New Pacific's website or by directing a request to New Pacific's investor relations department by telephone at 1-888-224-1881, fax to 604-669-9387 or e-mail to info@newpacificmetals.com, or by contacting the Information Agent, Kingsdale Shareholder Services Inc., toll free at 1-888-518-6812.
Secured and unsecured creditors of Tagish Lake may obtain more information by contacting New Pacific at the above phone number, or by email to: debtinfo@newpacificmetals.com
About New Pacific Metals
New Pacific is engaged in the exploration and development of mineral resources and gold-poly-metallic projects in China and other jurisdictions. New Pacific has extensive experience in implementing high grade resource development projects. For more information about New Pacific, visit the company's website at www.newpacificmetals.com.
Forward Looking Information
This news release may contain forward looking statements, being statements which are not historical facts, including, without limitation, statements regarding the proposed acquisition of Tagish Lake common shares by New Pacific, the offer to pay out the secured and unsecured creditors, and discussion of future plans and objectives. There can be no assurance that such statements will prove accurate. Such statements are necessarily based on a number of estimates and assumptions that are subject to numerous risks and uncertainties that could cause actual results and future events to differ materially from those anticipated or projected. New Pacific Metals disclaims any intention or obligations to revise or update such statements. The following factors, among others, could cause actual results or developments to differ materially from the results or developments expressed or implied by forward looking statements: New Pacific cannot determine the number of Tagish Lake shareholders who may accept New Pacific's Offer; New Pacific may not succeed in acquiring additional Tagish Lake shares; If the Offer is successful, New Pacific may not be successful in assisting Tagish Lake to obtain, and Tagish Lake may not obtain, the regulatory and other approvals and financing required to develop the Skukum mineral district; Tagish Lake may not be successful in developing the Skukum mineral district.
The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the release.
Contacts:
New Pacific Metals Corp.
Investor Relations
604-633-1368
info@newpacificmetals.com
www.newpacificmetals.com
