Calico Resources Corp.

Calico Resources Corp.

July 07, 2016 08:00 ET

Calico Completes Business Combination With Paramount

VANCOUVER, CANADA--(Marketwired - July 7, 2016) - Calico Resources Corp (TSX VENTURE:CKB) ("Calico" or the "Company") is pleased to announce the successful completion of its previously announced business combination with Paramount Gold Nevada Corp ("Paramount"), pursuant to which Paramount has acquired all of the common shares of Calico by way of a court approved plan of arrangement (the "Arrangement"). Under the terms of the Arrangement, holders of Calico Shares are entitled to receive 0.07 of a share of common stock of Paramount in exchange for each Calico Share held immediately prior to the effective time of the Arrangement.

Paul Parisotto, Calico's President and CEO, said: "We are very pleased to have concluded this transaction, which will allow Paramount to unlock the considerable value in the Grassy Mountain project for the benefit of the shareholders of the combined company. On behalf of the board of directors and management of Calico, we thank shareholders of Calico for their support."

With the Arrangement now complete, Paramount intends to cause the common shares of Calico to be delisted from the TSX Venture Exchange (expected on or about July 7, 2016) and Calico intends to submit an application to the applicable securities regulators to cease to be a reporting issuer and to terminate its public reporting obligations.

Further details regarding the Arrangement are set out in the management information circular of Calico dated May 26, 2016, which is available on SEDAR under Calico's issuer profile at

About Calico Resources Corp.

Calico is a Canadian company engaged in the acquisition, exploration and development of mineral property interests. Calico is focused on advancing its 100%-owned Grassy Mountain Gold Project located in Malheur County, Oregon. For more information, please see the website of Calico at

Cautionary Note Regarding Forward Looking Information

This news release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. In this news release, forward-looking statements relate, among other things, to: the timing and ability to cause the common shares of Calico to be delisted from the TSX Venture Exchange; the timing and ability to cause Calico to cease to be a reporting issuer and to terminate its public reporting obligations; and the ability of Paramount to unlock considerable value in the Grassy Mountain project for the benefit of shareholders of the combined company.

These forward-looking statements are based on reasonable assumptions and estimates of management of Calico at the time such statements were made. Actual future results may differ materially as forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Calico to materially differ from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors, among other things, include: fluctuations in spot and forward prices of gold, silver, base metals or certain other commodities; fluctuations in currency markets (such as the Canadian dollar to United States dollar exchange rate); change in national and local government, legislation, taxation, controls, regulations and political or economic developments; risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual or unexpected formations pressures, cave-ins and flooding); inability to obtain adequate insurance to cover risks and hazards; the presence of laws and regulations that may impose restrictions on mining; employee relations; relationships with and claims by local communities and indigenous populations; availability of increasing costs associated with mining inputs and labour; the speculative nature of mineral exploration and development (including the risks of obtaining necessary licenses, permits and approvals from government authorities); and title to properties. Although the forward-looking statements contained in this news release are based upon what management of Calico believes, or believed at the time, to be reasonable assumptions, Calico cannot assure shareholders that actual results will be consistent with such forward-looking statements, as there may be other factors that cause results not to be as anticipated, estimated or intended.

Readers should not place undue reliance on the forwardlooking statements and information contained in this news release. Except as required by law, Calico assumes no obligation to update the forwardlooking statements of beliefs, opinions, projections, or other factors, should they change, except as required by law.

Neither the 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 news release. No stock exchange, securities commission or other regulatory authority has approved or disapproved of the information contained herein.

On behalf of the Board,

Paul A. Parisotto President & CEO

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