NEW YORK, March 1, 2017 /CNW/ - Polygon Mining Opportunity Master Fund (the "Fund") announced today that pursuant to the take-over bid (the "Offer") made by Royal Road Minerals Limited (the "Offeror") on January 20, 2017 to purchase all of the issued and outstanding common shares of Caza Gold Corp. (the "Caza Shares"), the Fund has disposed of all the Caza Shares it owned, representing approximately 73.6% of the issued and outstanding Caza Shares, in exchange for 17,712,400 ordinary shares (the "Royal Road Shares") of the Offeror. The Fund is an exempt company existing under the laws of the Cayman Islands that operates as a private investment fund which invests primarily in mining companies and other mineral related businesses and opportunities.
The Offer expired at 11:59 p.m. (Pacific Time) on February 27, 2017 and on February 28, 2017, the Offeror took up the 110,702,499 Caza Shares deposited by the Fund pursuant to the Offer. In consideration for each Caza Share deposited and taken-up pursuant to the Offer, the Fund received 0.16 of a Royal Road Share. A total of 17,712,400 Royal Road Shares (the "Consideration Shares"), representing approximately 14.3% of the issued and outstanding Royal Road Shares (including the number of Royal Road Shares expected to be issued for the Caza Shares taken up under the Offer), will be issued to the Fund. Immediately prior to the issuance, the Fund did not own any Royal Road Shares.
The Fund disposed of all Caza Shares it owned under the terms of the Offer. The Fund exercised today 2,450,000 warrants to purchase Caza Shares (the "Warrants") at an exercise price of $0.05 and intends to deposit the Caza Shares received pursuant to such exercise to the Offer. The remaining 84,510,000 Warrants held by the Fund have been terminated. No consideration has been received in connection with the termination of these Warrants. The Fund acquired the Consideration Shares by depositing its Caza Shares under the Offer and will acquire additional Consideration Shares following the take-up of the 2,450,000 Caza Shares. The Fund may, depending on its investment objectives and duration, as well as market and other conditions, acquire additional Royal Road Shares or dispose of its Consideration Shares in the open market or in privately negotiated transactions from time to time.
The head office of Caza Gold Corp. is located at 301 – 700 West Pender Street, Vancouver, British Columbia V6C 1G8.
This news release is issued in accordance with the early warning requirements under applicable Canadian securities laws. A copy of the early warning reports required to be filed will be available under the profile of Caza Gold Corp. or the Offeror, as applicable, on the System for Electronic Document Analysis and Retrieval at www.sedar.com.