Vancouver, British Columbia: Calibre Mining Corp. (TSX-V: CXB) (the “Company” or “Calibre”) announces the approval by its board of directors of an advance notice policy (the “Policy”). The purpose of the Policy is to (i) facilitate an orderly and efficient annual general or, where the need arises, special meeting, process, (ii) ensure that all shareholders receive adequate notice of the director nominations and sufficient information regarding all director nominees, and (iii) allow shareholders to register an informed vote after having been afforded reasonable time for appropriate deliberation.
The Policy, among other things, includes a provision that requires advance notice to the Company in certain circumstances where nominations of persons for election to the board of directors are made by shareholders of the Company. The Policy fixes a deadline by which director nominations must be submitted to the Company prior to any annual or special meeting of shareholders and sets forth the information that must be included in the notice to the Company for the notice to be in proper written form.
In the case of an annual meeting of shareholders, notice to the Company must be made not less than 30 days nor more than 65 days prior to the date of the annual meeting, provided, however, that in the event that the annual meeting is to be held on a date that is less than 50 days after the date on which the first public announcement of the date of the annual meeting was made, notice may be made not later than the close of business on the 10th day following such public announcement.
In the case of a special meeting of shareholders, which is not also an annual meeting, called for the purpose of electing directors (whether or not called for other purposes), notice to the Company must be made not later than the close of business on the 15th day following the day on which the first public announcement of the date of the special meeting was made.
The Policy is in effect as at the date of this news release. Pursuant to the terms of the Policy, the Company will seek shareholder ratification of the Policy at its next annual general meeting of shareholders (the “Meeting”) scheduled for May 22, 2013. If the Policy is not confirmed at the Meeting, the Policy will terminate and be of no further force and effect following the termination of the Meeting. The full text of the Policy is available under the Company’s profile at www.sedar.com and on the Company’s website www.calibremining.com or upon request by contacting the Company’s Corporate Secretary, Paulo Santos at (604)-681-9944.
The Company also announces that, subject to the approval of the TSX Venture Exchange (the “Exchange”), an aggregate of 4,475,000 stock options for the purchase of an aggregate of 4,475,000 common shares of the Company having an exercise price of $0.49 per share have been re-priced to the exercise price of $0.15 per share. Of the 4,475,000 options granted, 675,000 were granted to non-insiders of the Company and 3,800,000 were granted to insiders of the Company. As required by the policies of the Exchange, all re-priced options held by insiders of the Company are subject to disinterested shareholder approval at the Meeting. All other terms of the stock options, including the option term, remain the same. None of the re-priced options may be exercised prior to receipt of Exchange and disinterested shareholder approval.
About Calibre Mining Corp.
Calibre Mining Corp. is a TSX Venture Exchange listed company (TSX.V: CXB) that is focused on the acquisition, exploration and development of gold and silver deposits in Central America. The Company is focused on its 100% owned Riscos de Oro gold-silver deposit, the drilling program at the Primavera gold-copper project in conjunction with B2Gold Corp. and the drilling program on the Rosita copper-gold-silver project in conjunction with Alder Resources Ltd. Major shareholders of Calibre include gold producer B2Gold and investment fund Sun Valley Gold.
Calibre Mining Corp.
Greg Smith, P.Geo.
President and CEO
For further information contact:
Mark Carruthers - Vancouver, Canada
604 681 9944
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.