TORONTO, ONTARIO--(Marketwire -08/09/11)- Eloro Resources Ltd. (TSX-V: ELO.V - News)(Frankfurt: P2Q.F - News) ("Eloro" or the "Corporation") announces that at the Annual and Special Meeting of Shareholders held on July 26, 2011 (the "Meeting") its shareholders approved a proposed consolidation of the number of issued and outstanding Common Shares of Eloro on the basis of one (1) new share for four (4) old shares currently outstanding (the "Consolidation"). Upon the Consolidation becoming effective, the 167,971,903 issued and outstanding shares as at the date hereof would be consolidated into 41,992,976 issued and outstanding shares. The Corporation believes that the Consolidation will facilitate Eloro's ability to pursue financings for the ongoing exploration and development of its properties, including the Simkar Property;
The Corporation intends to file Articles of Amendment pursuant to the Business Corporations Act (Ontario) to implement the Consolidation in mid-August, 2011, following the approval of the TSX Venture Exchange. Immediately thereafter, the Corporation will send letters of transmittal to holders of common shares for use in transmitting their share certificates to the Depository, Equity Financial Trust Company, in exchange for new certificates representing the number of post-consolidated common shares to which such shareholder is entitled as a result of the Consolidation. No delivery of a new share certificate to a shareholder will be made until the shareholder has surrendered his, her or its current issued certificates for common shares. Until surrendered, each share certificate formerly representing old common shares will be deemed for all purposes to represent the number of post-consolidated common shares to which such holder is entitled as a result of the Consolidation.
No fractional shares will be issued in connection with the Consolidation; if, as a result of the Consolidation, a shareholder becomes entitled to a fractional share, such fraction will be rounded down to the nearest whole number.
Shareholders should note that a previous consolidation resolution which was proposed and approved at the Corporation's shareholders meeting held on December 20, 2010 was not implemented.
The Consolidation will not give rise to a capital gain or a capital loss under the Income Tax Act (Canada) for a shareholder who holds common shares as capital property. The aggregate adjusted cost base to the shareholder of his, her or its new common shares immediately after the Consolidation will be equal to the aggregate adjusted cost base of his, her or its common shares immediately before the Consolidation.
The Consolidation is subject to approval by the TSX Venture Exchange. The Corporation will retain the same name and ticker symbol following the Consolidation.
About Eloro Resources Ltd.
Eloro is a junior exploration company focused on discovering and developing precious metals in the Val-d'Or mining camp, as well as quality precious and base metal resources in the James Bay region of northern Quebec. Eloro is the owner of a 100% interest in the Simkar Gold Property, a former producing mine located 20 km east of Val-d'Or, Quebec.
Information in this news release respecting the Consolidation constitutes forward-looking information. Statements containing forward-looking information express, as at the date of this news release, the companies' plans, estimates, forecasts, projections, expectations, or beliefs as to future events or results and are believed to be reasonable based on information currently available to the company. Forward-looking statements and information are based on assumptions that all necessary regulatory approvals will be obtained, none of which are assured and each of which is subject to a number of other risks and uncertainties. There can be no assurance that forward-looking statements will prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. Readers should not place undue reliance on forward-looking information.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.