Vangold Resources Ltd.

Vangold Resources Ltd.

January 14, 2010 09:10 ET

Vanoil Energy Ltd. Commences Trading, Vanoil Rights Offering Extended to February 4, 2010; Vangold Resources Ltd. 3:1 Consolidation Effected January 4, 2010

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Jan. 14, 2010) - Vangold Resources Ltd. ("Vangold" or the "Company")(TSX VENTURE:VAN) is pleased to announce, further to its news release of December 29, 2009, that it completed its plan of arrangement (the "Arrangement") on December 31, 2009. For further information regarding the Arrangement, please refer to Vangold's news release of December 29, 2009, and to Vangold's information circular and rights offering circular dated Oct. 21, 2009 which is filed under Vangold's profile on SEDAR.

Vanoil Listing

Effective at the opening on Thursday, Dec. 31, 2009, the common shares and rights (the "Rights") of Vanoil Energy Ltd. ("Vanoil") issued pursuant to the Arrangement were called for trading on the TSX Venture Exchange (the "TSXV"). Vanoil is classified as an oil and gas company.

Listing information:

  • Capitalization: unlimited common shares with no par value of which 10,711,464 common shares are issued and outstanding; unlimited preferred shares with no par value of which nil preferred shares are issued and outstanding
  • Escrowed shares: nil
  • Transfer agent: Computershare Investor Services Inc.
  • Trading symbol: VEL
  • CUSIP: 92209M 10 7

Rights information:

  • Issued: 10,711,464 Rights
  • Key terms: one Right and 50 cents are required to purchase one Vanoil share. The Rights will expire at 4 p.m. Vancouver time on February 4, 2010 (see "Vanoil Rights Extension") below. Firebird Global Master Fund Ltd. and Firebird Global Master Fund II Ltd. have agreed to subscribe for all Vanoil shares underlying unsubscribed Rights at the expiry of the rights offering.
  • Subscription agent and trustee: Computershare Investor Services Inc.
  • Trading Symbol: VEL.RT
  • CUSIP: 92209M 11 5
  • Record date: Dec. 31, 2009
  • Vangold shares trade ex-Rights: Dec. 29, 2009
  • Rights trade for cash: February 1, 2010 -- trading in the Rights shall be for cash for the three trading days preceding the expiry date
  • Rights expire: Feb. 4, 2010 (see "Vanoil Rights Extension" below)

Holders of Rights outside of Canada and the Cayman Islands are reminded that they must have an exemption from local securities laws in order to exercise their Rights, and they should carefully review the Notice Regarding Rights Offering included with the package containing their rights certificate.

Vanoil Rights Extension

Vanoil has received TSXV approval for and has extended the expiry date for the exercise of the Rights. The Rights will now expire at 4:00 p.m. (Vancouver time) on February 4, 2010. The Company felt that with the timing of the Holiday's this extension will provide adequate time for all shareholders to exercise their rights of Vanoil.

Vangold Consolidation

Following the completion of the Arrangement, Vangold consolidated its common shares on a 1 new for 3 old common share basis. Effective at the opening on Monday, January 4, 2010, the Vangold common shares commenced trading on the TSXV on a consolidated basis. There was no change in Vangold's name or trading symbol.

Post-Consolidation information:

  • Capitalization: Unlimited common shares with no par value of which 30,382,523 shares are issued and outstanding
  • Escrowed shares: nil
  • Transfer Agent: Computershare Investor Services Inc.
  • Trading Symbol: VAN
  • CUSIP: 92202C 20 5

Registered holders of Vangold common shares should in the near future receive a letter of transmittal to exchange existing share certificates representing pre-consolidation Vangold shares for new share certificates representing post-consolidation Vangold shares.

On Behalf of the Board of VANGOLD RESOURCES LTD.

Dal Brynelsen, President and CEO

Disclaimer for Forward-Looking Information

Statements containing forward-looking information express, as at the date of this news release, the Company's 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 financing and personnel will be available when required and on reasonable terms, and all necessary regulatory approvals and shareholder approval will be obtained, none of which are assured and are 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 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

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