March 19th, 2014 No: 14-02
Berkwood Resources announces share consolidation
Berkwood Resources Ltd. (TSX-V: BKR) (“Berkwood” or the “Company”) announces that it will be implementing a three (3) for one (1) consolidation (the “Consolidation”) of the Company’s common shares (“Common Shares”). The shareholders voted in favour of the Consolidation at the Company’s annual general meeting of shareholders held on September 27, 2013. The TSX Venture Exchange has approved the Consolidation.
The Company will give effect to the Consolidation on Thursday, March 20th, 2014. The Company will not change its name as part of the Consolidation. The Company’s post-Consolidation Common Shares will be posted for trading on the TSX Venture Exchange at the opening of trading on Thursday, March 20th, 2014, under the current symbol “BKR” but with the new CUSIP number 084737204 and ISIN number CA0847372046.
The 37,668,235 Common Shares issued and outstanding prior to the Consolidation will be consolidated to approximately 12,556,078 Common Shares. Berkwood will not issue any fractional Common Shares as a result of the Consolidation. Instead, the number of post-Consolidation Common Shares issued to such shareholder shall be rounded up to the next greater whole number if the fractional entitlement is equal to or greater than 0.5 and shall be rounded down to the next lesser whole number if the fractional entitlement is less than 0.5. The Company’s currently outstanding stock options and share purchase warrants will be adjusted on the same basis with proportionate adjustments being made to the exercise prices.
Management of the Company believes that a Consolidation of its share capital will better position the Company to raise funds and increase the Company's flexibility and competitiveness.
Letters of transmittal with respect to the Consolidation will be mailed out to all registered shareholders by the Company's registrar and transfer agent, Computershare Investor Services Inc. (“Computershare”). The letter of transmittal will describe the process by which shareholders may obtain new certificates representing their post-Consolidation Common Shares. All registered shareholders of the Company will be required to send their certificates representing pre-Consolidation Common Shares with a properly executed letter of transmittal to Computershare in accordance with the instructions provided in the letter of transmittal. Shareholders who hold their shares through a broker or other intermediary and do not have shares registered in their name will not need to complete a letter of transmittal.
About Berkwood Resources
Berkwood Resources Ltd. is a Canadian publicly listed mineral exploration company dedicated to the acquisition, exploration and development of Precious Metal and Graphite projects. The Company is currently exploring two properties in Canada, the Prospect Valley Gold Property near Merritt, BC and the Lac Guéret East Graphite Property, located in northeastern Quebec.
On behalf of Berkwood Resources
Brian Buchanan, President and Director
For additional information please contact:
Karim Sayani, Corporate Communications
Tom Steer, Corporate Development
Forward Looking Statements
This Berkwood News Release may contain certain "forward-looking" statements and information relating to Berkwood that are based on the beliefs of Berkwood's management as well as assumptions made by and information currently available to Berkwood's management. Such statements reflect the current risks, uncertainties and assumptions related to certain factors including, without limitation, competitive factors, general economic conditions, relationships with strategic partners, governmental regulation and supervision, seasonality, technological change, changes in industry practices, and one-time events. Should any one or more of these risks or uncertainties materialize, or should any underlying assumptions prove incorrect, actual results and forward-looking statements may vary materially from those described herein. Except as required by law, Berkwood does not assume the obligation to update any forward-looking statement.
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.