St. Eugene Mining Corporation Limited

St. Eugene Mining Corporation Limited

July 11, 2011 13:43 ET

St. Eugene Responds to Announcement of Approach by Claude Resources

TORONTO, ONTARIO--(Marketwire - July 11, 2011) - St. Eugene Mining Corporation Limited (TSX VENTURE:SEM) ("St. Eugene" or the "Company") announces that Claude Resources Inc. ("Claude") today issued a press release announcing its approach in the early evening of Friday, July 8, 2011 offering a share exchange transaction at an exchange ratio of 0.0601 of a share in Claude for each outstanding common share of St. Eugene. In its press release Claude assigned its proposed transaction an implied value of $0.125 per common share of St. Eugene (reflecting an aggregate value of approximately $15,000,000 on a non-diluted basis), based on the closing prices on July 8, 2011.

The board of directors of St. Eugene has formed a special committee comprised of the independent directors, and have appointed financial and legal advisors to consider this unsolicited proposal, in order that the Company can comment further following careful consideration of the terms and Claude's purported value for the proposal to St. Eugene shareholders.

Attempts by St. Eugene and its advisors to give due consideration to the proposal were rebuffed by Claude during the approximately 48 hour period that Claude purported to make it available for discussion.

St. Eugene cautions shareholders that the Claude press release does not constitute an offer to shareholders or commit Claude to making an offer to shareholders.

St. Eugene advises its shareholders not to deposit any common shares of the Company to any offer made by Claude and not to take any action concerning the possible Claude offer until St. Eugene shareholders have received further communication from the board of directors of St. Eugene.

In the event that an actual offer is made, the board of directors of St. Eugene will issue a directors' circular concerning the offer. The directors' circular will contain important information including the determination of the board with respect to a recommendation to St. Eugene shareholders.

St. Eugene has engaged Primary Capital Inc. as financial advisors and Fraser Milner Casgrain LLP as legal counsel.


This news release of St. Eugene contains statements that constitute "forward-looking statements." Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause St. Eugene's actual results, performance or achievements, or developments in the industry to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," "potential" and similar expressions, or that events or conditions "will," "would," "may," "could" or "should" occur. Forward-looking statements in this document include statements regarding St. Eugene's expectations regarding ownership, entitlements, drilling and exploration activities on properties in which St. Eugene has, or believes it has an interest. There can be no assurance that such statements will prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements, and readers are cautioned not to place undue reliance on these forward-looking statements. Any factor could cause actual results to differ materially from St. Eugene's expectations. St. Eugene undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change, unless otherwise 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 release.

Contact Information

  • St. Eugene Mining Corporation Limited
    Jennifer L. Boyle, B.A., LL.B.
    Chief Executive Officer
    T: (647) 344.3158
    C: (416) 904.2714

    St. Eugene Mining Corporation Limited
    Wes Hanson, P. Geo.
    Chairman of the Board
    T: (647) 344.3158