Atikwa Resources Inc.

Atikwa Resources Inc.

March 19, 2013 17:05 ET

Atikwa Resources Inc. Announces Update on Reorganization and $21.5 Million Recapitalization Transaction

CALGARY, ALBERTA--(Marketwire - March 19, 2013) - Atikwa Resources Inc. ("Atikwa" or the "Company") (TSX VENTURE:ATK) Reports that on March 6, 2013 the Company announced that it had agreed in principle to enter into a definitive reorganization and investment agreement (the "Agreement") with WCOG Grand Empire Inc. ("WGE"),which would provide for two separate non-brokered private placements of $3.5 million and $18million (the "Private Placements") in association with a reorganization of the Company. Subject to the completion of the Agreement, the initial Private Placement was to be completed in two closings, on March 18th and April 1st, with the second Private Placement being subject to shareholder and TSX Venture Exchange approval. During the period of time between March 4, 2013 and March 18, 2013, Atikwa agreed not to solicit further bids for its common shares or assets, pending the execution of the Agreement and the closing of the first portion of the initial Private Placement (40,000,000 common shares at $0.05 per common share) no later than March 18, 2013. These conditions were not satisfied within the stipulated timeframe. WGE requested additional time to satisfy the conditions, however the Company was not prepared to grant an extension. As a result, the Company will resume its negotiations with all of the parties who had previously expressed interest in exploring strategic alternatives with the Company. The Company has advised WGE of its willingness to continue negotiations regarding a potential transaction on a non-exclusive basis.

Note Regarding Forward Looking Statements

This press release contains forward-looking statements. More particularly, this press release contains statements concerning the completion of the transactions contemplated by the Agreement.

The forward-looking statements are based on certain key expectations and assumptions made by Atikwa, including expectations and assumptions concerning timing of receipt of required shareholder and regulatory approvals and third party consents and the satisfaction of other conditions to the completion of the transactions.

Although Atikwa believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because Atikwa can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, risks that required shareholder, regulatory and third party approvals and consents are not obtained on terms satisfactory to the parties within the timelines provided for in the Agreement and risks that other conditions to the completion of the transactions are not satisfied on the timelines set forth in the Agreement or at all.

The forward-looking statements contained in this press release are made as of the date hereof and Atikwa undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

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.

Contact Information

  • Atikwa Resources Inc.
    Sean Kehoe
    President & CEO