|March 22, 2012|
Shareholders Approve Columbus Silver Acquisition by Santa Fe Gold
|Vancouver, BC, Canada; March 22, 2012 -- Columbus Silver Corporation (CSC: TSX-V) ("Columbus Silver" or the "Company") is pleased to announce that its securityholders have voted overwhelmingly in favour of the proposed acquisition (the "Acquisition") of the Company by Santa Fe Gold Corporation ("Santa Fe") at Columbus Silver's Annual General Meeting of Shareholders and Special Meeting of Securityholders (the "Meeting"). According to the Scrutineer's Interim Report on the Meeting, 39 shareholders representing 13,624,031 common shares ("Shares") or approximately 26.88% of the Company's outstanding Shares, and 10 option holders representing 2,465,000 incentive stock options or approximately 80.86% of the Company's outstanding incentive stock options, voted via proxy at the Meeting. Of the foregoing, over 99.6% of Share and option holder votes were cast in favour of the Acquisition, passing the motion by a significant margin.|
Shareholders also re-elected Robert Giustra, Gil Atzmon, and Don Gustafson as the directors of the Company, and re-appointed Dale Matheson Carr-Hilton Labonte LLP as the Company's auditors. Over 99% of the votes cast at the Meeting were in favour of the foregoing resolutions.
Columbus Gold Corporation, the holder of 17,878,898 Shares representing approximately 35% of Columbus Silver's outstanding Shares, abstained from voting on any motion at the Meeting.
With Shareholder approval of the Acquisition now obtained, the material conditions to its completion are (a) Santa Fe satisfying the conditions required to obtain financing under its conditional debt financing agreement as disclosed by the Company on December 27, 2011; and (b) all necessary court and regulatory approvals of the Acquisition being obtained, including the final approval of the TSX Venture Exchange (the "TSXV"). The TSXV has earlier provided conditional acceptance of the Acquisition. The Acquisition is required under the arrangement agreement to complete on or before May 31, 2012.
For additional details on the Acquisition, please see Columbus Silver's news releases of September 7, 2011, and December 15, 2011.
ON BEHALF OF THE BOARD,
Robert F. Giustra
President & CEO, Director
For more information contact:
This release contains forward-looking information and statements, as defined by law including without limitation Canadian securities laws and the "safe harbor" provisions of the US Private Securities Litigation Reform Act of 1995 ("forward-looking statements"), respecting the proposed Acquisition, proposed date of completion thereof, and transactions ancillary thereto. Forward-looking statements involve risks, uncertainties and other factors that may cause actual results to be materially different from those expressed or implied by the forward-looking statements, including without limitation the ability to acquire necessary authorizations; Santa Fe's ability to raise necessary financing to complete the Acquisition and in a timely fashion; obtaining final approval of the TSX Venture Exchange; obtaining court approval; obtaining applicable US approvals; cost increases; possibility of a competing offer arising; unforeseen circumstances; risks associated with the exploration projects or title thereto held by Columbus Silver; mineral reserve and resource estimates (including the risk of assumption and methodology errors); dependence on third parties for services; non-performance by contractual counterparties; title risks; and general business and economic conditions. Forward-looking statements are based on a number of assumptions that may prove to be incorrect, including without limitation assumptions about: that the required approvals mentioned above will occur; that Santa Fe will be able to obtain required financing in a timely fashion; the timing and receipt of required approvals; that required service providers will be available to assist with the transaction; that items required for mandated disclosure are available; general business and economic conditions; availability of financing; and ongoing relations with employees, partners and joint venturers. The foregoing list is not exhaustive and we undertake no obligation to update any of the foregoing except as required by law.