| | Published : August 23rd, 2012 | Announces New Nominee Directors, Chief Executive Officer and Board Chairman |
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Roxgold Inc. Announces New Nominee
Directors, Chief Executive Officer and Board Chairman
Roxgold Inc. (the "Company")
(TSXV:ROG) is pleased to announce the unanimous approval by its Board of
Directors (the "Board") of the nominees to be put forth for
election at the upcoming annual general meeting of shareholders to be held on
September 25, 2012 (the "Meeting"). The Board also unanimously
agreed upon the proposed appointment of Mr. Brett Richards as the new Chief
Executive Officer of the Company, and Mr. Peter R. Jones as Chairman of the
Board, each to be effective immediately following the Meeting, subject to
approval by the new Board. Mr. Richards has been retained immediately to assist
in managing the transition. These announcements result from the independent
process undertaken by the special committee of the Board (the "Special
Committee") to consider the issues raised by shareholders and to
reconstitute the Board and management team of the Company in the best interest
of all shareholders.
Nominee Directors
The Company will be putting forth the following persons for election as
directors at the Meeting:
- Mr. Peter R. Jones -- Director
nominee and proposed Chairman of the Board
- Mr. Brett Richards -- Director
nominee and proposed Chief Executive Officer
- Mr. John L. Knowles -- Director
nominee
- Mr.
Gordon Pridham -- Director
nominee
Also
nominated for re-election to the Board will be Richard Mazur. The Special
Committee recommended that a key director continue on the Board to ensure that
there is appropriate continuity and preservation of key relationships that are
needed by the Company for the next phase of its development. Brief biographies
of the director candidates follow at the end of this release.
Proposed Appointment of Brett Richards as New CEO Effective After the AGM, Immediate Appointment to Assist in Managing
Transition
Mr. Brett Richards has agreed to serve as the new Chief Executive Officer of
the Company, effective on the date of the Meeting and subject to being formally
appointed by the new Board. Mr. Richards will work closely with the existing
Board and management team in the coming weeks to ensure an immediate and
seamless transition to the position of Chief Executive Officer after the
Meeting.
As part of his new role, Mr. Richards will immediately engage in a dialogue
with current shareholders and stakeholders.
Richard Mazur, Chair of
the Special Committee of the Board of Directors of Roxgold,
commented: "Mr. Richards brings a wealth and depth of senior level development
and operational experience attained throughout his career. Specifically, he has
unparalleled experience in Burkina Faso, where he was instrumental as CEO of
Avocet Mining in building a leading West African exploration and mining
company. To that end, Mr. Richards is uniquely positioned to take the
significant grassroots discovery made by Roxgold's
exploration team through a transformation from exploration to engineering
study(s) / project development / construction and operation."
Robert A. Sibthorpe, CEO of Roxgold added:
"The Company has reached a point in its development where it needs to add
significant new talent to successfully move to the next stage. I believe that
management's director nominees and the appointment of Brett Richards as CEO best
positions the Company to execute a strategy to create value. I am pleased to
remain involved in the project which I believe has significant upside
potential."
Recommendations of the Special Committee
After conducting its review, the Special Committee has
also recommended the following to the Board:
- Immediate cancellation of an
aggregate of 5.075 million outstanding stock options that were issued to
existing Board members in the second half of 2011 and in 2012;
- Appointment of Robert Sibthorpe as Vice President of Exploration when Mr.
Richards becomes CEO:
- Mr. Sibthorpe
was instrumental in the initial discovery of the Yaramoko
deposit and will be a key component to its advancement going forward;
- Creation of the following Board
committees:
- Audit, Compensation, Corporate
Governance and Nominating Committees; and
- Such other committees of a
technical or operational nature as may be required.
In the past
year, the Company has made important and deliberate strides to increase the
long term value of the Company. The goal of current management and Board has
always been to focus on obtaining an independent resource calculation for its Yaramoko property in Burkina Faso and then to establish a
team with the track record and capabilities to develop and execute a business
plan to the benefit of all shareholders. Now that the Company has met that
milestone, as previously promised to its shareholders, the Board will take the
steps required to lead the Company into its next phase of development.
Director Biographies
- Mr. Peter R. Jones is a retired
mining executive and Professional Engineer with 40 years of experience in
senior operational and project positions at coal, gold, base metal and
potash mines. He has also consulted in many countries. Previously Mr.
Jones was CEO of Hudson Bay Mining and Smelting Co. for Anglo American,
President and CEO of Hudbay Minerals and
Chairman and CEO of Adanac Molybdenum. He is a
past Chairman of the Mining Association of Canada and in 2006 was named
prairie region Entrepreneur of the Year by Ernst and Young. Mr. Jones is
an advocate of corporate governance and graduated from the Camborne School
of Mines, UK. in 1969. Mr. Jones also serves as a
director of several junior mining companies.
- Mr. Brett Richards has over 25
years of experience in the mining and metals industry, and has a
background in developing mining projects at Katanga Mining, and
specifically the Inata Mine in Burkina Faso for
Avocet Mining PLC. He formerly was the CEO of Avocet Mining for 2 years,
and sat on the boards of Avocet Mining PLC and Wega
Mining ASA, as well as having directorships for three mining entities in
South East Asia. Mr. Richards has developed excellent relationships with
all levels of government in Burkina Faso (and other parts of West Africa),
and feels strong relationships with all of the Company's shareholders and
stakeholders in Burkina Faso is a keystone to success.
- Mr. Gordon Pridham
is an experienced corporate executive with more than 30 years of
experience in investment banking, capital markets and corporate finance.
He has financed and advised companies in public and private markets across
a broad range of industry sectors. He has a background in the natural
resources and energy sectors, having worked in the Energy and Minerals
group of Chemical Bank and National Bank in New York, Calgary, and
Toronto. Most recently, Mr. Pridham acted as
Executive Chairman and Interim CEO of US Silver Corporation where he was
instrumental in developing and implementing a strategic and operating plan
to enhance market presence, improve work force, develop long-term
production targets, and identify and execute a consolidation strategy
through a merger with RX Gold & Silver Inc.
- Mr. John Knowles has over 25
years of experience in senior roles in Canada and overseas with Canadian
and international resource companies including several years in Ghana,
West Africa as finance director with a private gold mining company. Since
2007 he has been President and CEO of Wildcat Exploration Ltd., a mineral
exploration company, prior to which he was Executive Vice President and
Chief Financial Officer of Aur Resources Inc.
From 1996 to 2005 he was Vice President and Chief Financial Officer of
Hudson Bay Mining and Smelting Co., Limited and, following its acquisition
by Hudbay Minerals Inc., he was Vice President
and Chief Financial Officer of Hudbay. Mr.
Knowles has been a director of Hudbay since 2009
and he serves on the boards of several public and private companies
involved in the resource and bio-pharmaceutical industries. He is a
Chartered Accountant and holds a Bachelor of Commerce degree from Queen's
University.
- Mr. Richard Mazur is a
Professional Geologist who has held positions in the international
exploration and mining industry for over 30 years as a project geologist,
financial analyst and senior executive on uranium, gold, base metals, coal
and industrial minerals projects in North and South America. Mr. Mazur
worked as an analyst for Canamax Resources Inc.
from 1985 to 1991 during the development of three Canadian gold mines. Two
of these mines, Bell Creek in Timmins, Ontario and the Island mine in
Wawa, Ontario are currently in production. Currently he is also a Director
of Alto Ventures Ltd., Impact Silver Corp., and Forum Uranium Corp. Mr.
Mazur graduated with a B.Sc. in Geology from the University of Toronto in
1975 and obtained an MBA from Queen's University in 1985.
Shareholder Meeting
As shareholders are aware, the Company faces a
contested election for its Board at the Meeting. The Company strongly urges all
shareholders to carefully review the management information circular which will
be mailed to shareholders of the Company in the coming week outlining the plan
for Roxgold, and to vote their proxies in favour of the management director nominees, as they
represent positive change and new leadership with significant West African
experience for the Company during its new phase of growth, while ensuring that
continuity remains.
ON BEHALF OF THE SPECIAL COMMITTEE OF THE BOARD OF
DIRECTORS OF ROXGOLD INC.
"Richard Mazur"
Chairman of the Special Committee
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Roxgold Inc.
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EXPLORATION STAGE |
CODE : ROG.V |
ISIN : CA7798992029 |
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ProfileMarket IndicatorsVALUE : Projects & res.Press releasesAnnual reportRISK : Asset profileContact Cpy |
Roxgold is a gold exploration company based in Canada. Roxgold holds various exploration projects in Canada. Its main exploration properties are YARAMOKO in Burkina Faso and TJ RIDGE in Canada. Roxgold is listed in Canada, in Germany and in United States of America. Its market capitalisation is CA$ 494.0 millions as of today (US$ 370.5 millions, € 344.8 millions). Its stock quote reached its lowest recent point on December 05, 2008 at CA$ 0.01, and its highest recent level on March 09, 2012 at CA$ 2.27. Roxgold has 371 440 000 shares outstanding. |
In the News and Medias of Roxgold Inc. |
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Nominations of Roxgold Inc. |
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Corporate news of Roxgold Inc. |
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