Glencairn Gold Corp fka TSX:GGG

[NYBob]

Central Sun and B2Gold Corp. Complete Business Combination

* Press Release
* Source: B2Gold Corp. and Central Sun Mining Inc.
* On Thursday March 26, 2009, 8:24 am EDT

*
Buzz up! 0
* Print

*
Companies:
o B2gold corp
o Central sun mining inc com npv
o Bank of america corp

VANCOUVER, BRITISH COLUMBIA and TORONTO, ONTARIO--(MARKET WIRE)--Mar 26, 2009 -- B2Gold Corp. (Toronto:BTO.TO - News) ("B2Gold" or the "Company") and Central Sun Mining Inc. (Toronto:CSM.TO - News) (AMEX:SMC - News)(NYSE Amex: SMC.A) ("Central Sun") are pleased to announce that they have completed their previously announced business combination (the "Transaction"). The Transaction was completed by way of a plan of arrangement that was approved by the shareholders of Central Sun on March 20, 2009 and received court approval on March 25, 2009.
Related Quotes
Symbol Price Change
BTO.TO 0.72 +0.02
Chart for B2GOLD CORP
CSM.TO 0.00 0.00
Chart for CENTRAL SUN MINING INC COM NPV
SMC 9.44 0.00
Chart for BANK OF AMERICA CORP
{"s" : "bto.to,csm.to,smc","k" : "c10,l10,p20,t10","o" : "","j" : ""}

Pursuant to the plan of arrangement, Central Sun amalgamated with a wholly-owned subsidiary of B2Gold and all of the issued and outstanding common shares of Central Sun were transferred to B2Gold in consideration for the issuance by B2Gold of 1.28 common shares of B2Gold for each Central Sun share. All of the outstanding stock options of Central Sun were replaced by options to purchase common shares of B2Gold. All outstanding warrants and agent's options to acquire common shares of Central Sun will, pursuant to their terms, be exercisable for common shares of B2Gold.

Pursuant to the plan of arrangement, B2Gold has issued an aggregate of 80,638,705 common shares of B2Gold to the former shareholders of Central Sun and authorized the issuance of an additional 26,050,471 common shares upon the exercise of the stock options, warrants and agent's options held by the former security holders of Central Sun. As at March 26, 2009, following completion of the Transaction, there are approximately 243,422,023 issued and outstanding common shares of B2Gold.

The TSX will disseminate a notice announcing the delisting of the Central Sun shares when the TSX deems appropriate. Upon notification of the closing of the Transaction, the NYSE Amex will suspend trading of Central Sun's common shares and the NYSE Amex will file a Form 25.

Former President and CEO of Central Sun, Peter Tagliamonte, and former director of Central Sun Bruce Humphrey were appointed to the board of directors of B2Gold effective at the closing of the Transaction, with the existing six directors of B2Gold continuing as directors.

Peter Tagliamonte P.Eng

Mr. Tagliamonte was formerly the President and CEO of Central Sun Mining and previously, Vice President Operations and Chief Operating Officer of Desert Sun Mining Corp. He was responsible for developing the Jacobina Mine in Brazil into a 4,200-tonne-per-day mining operation. Peter has more than 20 years of progressive managerial experience in the mining industry. A professional mining engineer, Mr. Tagliamonte also holds an MBA from the Richard Ivey School of Business at the University of Western Ontario. He was recognized for his work in 2005 by receiving the Mining Journal's "Mine Manager of the Year" award.

Bruce Humphrey P.Eng

Mr. Humphrey has more than 30 years experience in the mining industry with such major companies as Inco, Cominco and Noranda. Most recently, as President and CEO of Desert Sun, he was responsible for the successful development of the Jacobina Mine in Brazil. From 1998-2004, Mr. Humphrey was COO of Goldcorp during the re-development of its high-grade Red Lake mine.

The new B2Gold Corp. has immediate annual gold production of 45,000 ounces from the Limon Mine in Nicaragua. Production is expected to increase to an annual rate of 130,000 ounces in the fourth quarter of 2009 with the completion of the Orosi Mill project, also in Nicaragua. The new B2Gold has significant reserves and resources with a strong portfolio of mining, development and exploration assets in Colombia, Nicaragua and Northeastern Russia.

Pursuant to Rule 12(g)(3) under the United States Securities Exchange Act of 1934, as amended (the "Exchange Act"), B2Gold has succeeded to the Section 12 registration, and Section 13(a) reporting obligations under the Exchange Act, of Central Sun. However, B2Gold intends to file a Form 15F, as soon as practicable, with the United States Securities and Exchange Commission ("SEC") to voluntarily terminate the registration of the B2Gold common shares under Section 12(g) as well as B2Gold's reporting obligations under Section 13(a) of the Exchange Act. Pursuant to Rule 12(h)-(6) under the Exchange Act, the SEC permits a foreign private issuer to terminate the registration of a class of securities under Section 12(g) of the Exchange Act if it meets certain requirements. Upon the filing of the Form 15F, the Company's reporting obligations under the Exchange Act will be suspended immediately and will terminate no more than 90 days after the filing, barring any objections from the SEC. Under SEC rules, a foreign private issuer such as B2Gold may deregister a class of its securities under the Exchange Act, and terminate the associated reporting obligations, if, among other conditions, the average daily trading volume of the Company's Common Shares in the United States is less than 5% of the Company's worldwide average daily trading volume for a 12 month period ending within 60 days of filing the Form 15-F.

ON BEHALF OF B2GOLD CORP.

Clive T. Johnson, President and Chief Executive Officer

On BEHALF OF CENTRAL SUN MINING INC.

Peter Tagliamonte, President and Chief Executive Officer

This communication does not constitute an offer to purchase or exchange or the solicitation of an offer to sell or exchange any securities of Central Sun or an offer to sell or exchange or the solicitation of an offer to buy or exchange any securities of B2Gold, nor shall there be any sale or exchange of securities in any jurisdiction (including the United States) in which such offer, solicitation or sale or exchange would be unlawful prior to the registration or qualification under the laws of such jurisdiction. The distribution of this communication may, in some countries, be restricted by law or regulation. Accordingly, persons who come into possession of this document should inform themselves of and observe these restrictions. The solicitation of offers to buy B2Gold shares in the United States will only be made pursuant to a prospectus and related offer materials that B2Gold expects to send to holders of Central Sun securities, subject to the requirements of applicable law. The B2Gold shares may not be sold, nor may offers to buy be accepted, in the United States prior to the time the registration statement (if any is filed) becomes effective or an exemption from such requirements is available. No offering of securities shall be made in the United States except (i) by means of a prospectus meeting the requirements of Section 10 of the United States Securities Act of 1933, as amended, which would contain detailed information regarding B2Gold and its management, as well as its financial statements, or (ii) pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended.

Cautionary Note Regarding Forward-Looking Information This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the future financial or operating performance of B2Gold and Central Sun and its projects, statements regarding exploration prospects, statements regarding synergies and financial impact of the proposed B2Gold Transaction, the terms and conditions of the B2Gold Transaction, the benefits of the proposed B2Gold Transaction, the identification of mineral reserves and resources, costs of and capital for exploration and development projects, exploration and development expenditures, timing of future exploration and development activities, expected production, requirements for additional capital, government regulation of mining operations, environmental risks, reclamation expenses, title disputes or claims, limitations of insurance coverage and the timing and possible outcome of pending litigation and regulatory matters. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved".

Forward-looking information is based on various assumptions and on the best estimates of Central Sun or B2Gold, as the case may be, as of the date hereof, and is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company (and the company resulting from the successful completion of the proposed B2Gold Transaction) to be materially different from those expressed or implied by such forward-looking information, including but not limited to: general business, economic, competitive, political and social uncertainties; the actual results of current exploration activities; delay or failure to receive board or regulatory approvals; timing and availability of external financing on acceptable terms; the business of B2Gold and Central Sun not being integrated successfully or such integration proving more difficult, time consuming or costly than expected; not realizing on the potential benefits of the proposed B2Gold Transaction; conclusions of economic evaluations; changes in project parameters as plans continue to be refined; future prices of mineral prices; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the mining industry; and, delays in obtaining governmental approvals or required financing or in the completion of activities, and as well as those risks identified under "Risk Factors" disclosure sections in the documents filed under the profile of SEDAR by Central Sun and/or B2Gold from time to time. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.



The Toronto Stock Exchange neither approves nor disapproves the information contained in this News Release.
Contact:

Contacts:
B2Gold Corp.
Ian MacLean
Vice President, Investor Relations
[phone]
�
B2Gold Corp.
Kerry Suffolk
Manager, Investor Relations
[phone]
Website: http://www.b2gold.com
�

[NYBob]

CENTRAL SUN MINING INC
(Toronto: CSM.TO)
Last Trade: 0.71
Trade Time: Mar 31
Change: 0.00 (0.00%)
Prev Close: 0.71
Open: 0.70
Bid: 0.71
Ask: 0.81
1y Target Est: N/A
Day's Range: 0.70 - 0.78
52wk Range: 0.08 - 2.50
Volume: 26,000

[NYBob]

CENTRAL SUN MINING INC
(Toronto: CSM.TO)
Last Trade: 0.70
Trade Time: Mar 6
Change: Down 0.02 (2.78%)
Prev Close: 0.72
Open: 0.70
Bid: 0.70
Ask: 0.73
1y Target Est: N/A
Day's Range: 0.70 - 0.72
52wk Range: 0.08 - 2.50
Volume: 70,786
Avg Vol (3m): 287,936
Market Cap: N/A
P/E (ttm): N/A
EPS (ttm): N/A
Div & Yield: N/A (N/A)
Quotes delayed, except where indicated otherwise. For consolidated real-time quotes (incl. pre/post market data), sign up for a free trial of Real-time Quotes.
CENTRAL SUN MINING INC (CSM.TO)

[NYBob]

CENTRAL SUN MINING INC
(Toronto: CSM.TO)
Last Trade: 0.13
Trade Time: Dec 10
Change: 0.00 (0.00%)
Prev Close: 0.13
Open: 0.14
Bid: 0.12
Ask: 0.14
1y Target Est: N/A
Day's Range: 0.13 - 0.14
52wk Range: 0.08 - 2.50
Volume: 169,102
Avg Vol (3m): 158,731
Market Cap: N/A
P/E (ttm): N/A
EPS (ttm): N/A
Div & Yield: N/A (N/A

[littleredbarn]

hey you sun shinner's hang in there Peter T could have done a rain dance and used that as the closure excuse to buy some time instead he and his guys are buying your shares hold on tight JUNTA II....

[NYBob]

CENTRAL SUN MINING INC (Toronto: CSM.TO)
Last Trade: 0.22
Trade Time: Oct 17
Change: Down 0.13 (37.14%)
Prev Close: 0.35
Open: 0.325
Bid: 0.22
Ask: 0.22
1y Target Est: N/A
Day's Range: 0.19 - 0.32
52wk Range: 0.19 - 2.50
Volume: 507,359
http://finance.yahoo.com/q?s=CSM.TO
God Bless

[NYBob]

Glencairn Gold Corporation has changed its name to
Central Sun Mining Inc. -

http://www.centralsun.ca/

God Bless

[NYBob]

GLENCAIRN GOLD CORP
Glencairn Gold Announces Name Change, Share Consolidation and Exercise of Previously Issued Subscription Receipts
11/29/2007
TORONTO, ONTARIO, Nov 29, 2007 (MARKET WIRE via COMTEX News Network) --

Glencairn Gold Corporation (the "Company")(TSX: GGG)(TSX: GGG.WT)(AMEX: GLE) announces that it has changed its name to Central Sun Mining Inc. and implemented a share consolidation on a one-for-seven basis effective November 29, 2007. The name change and share consolidation were approved by shareholders at the Company's special meeting of shareholders held on November 29, 2007. Shareholders also approved the issuance of an aggregate of 19,095,714 post-consolidation common shares and 9,547,857 post-consolidation common share purchase warrants upon the deemed exercise of subscription receipts issued on October 22, 2007. The Company's new Stock Option Plan and amended Share Bonus Plan were also approved by shareholders.

"This represents the completion of three significant features of the Company's restructuring plan announced on October 2, 2007," said Peter Tagliamonte, President & Chief Executive Officer. "We now look forward to implementing the remainder of our new strategic plan by completing the conversion of the Orosi Mine (formerly Libertad) from heap leaching to conventional milling and carrying out our exploration program along the Nicaraguan Gold Belt."

Effective at the opening on Wednesday, December 5, 2007, the Company's common shares and common share purchase warrants currently listed on the Toronto Stock Exchange under the symbols "GGG" and "GGG.WT", respectively, will commence trading under the new name Central Sun Mining Inc., the new symbols "CSM" and "CSM.WT", respectively, and on a one-for-seven consolidated basis. Also effective at the opening on Wednesday, December 5, 2007, the Company's common shares currently listed on the American Stock Exchange under the symbol "GLE" will commence trading under the new name Central Sun Mining Inc., the new symbol "SMC" and on a one-for-seven consolidated basis.

As a result of the consolidation, the Company has approximately 59,284,528 common shares outstanding and approximately 90,450,000 common shares on a fully-diluted basis. Outstanding common share purchase warrants and stock options have been adjusted to reflect the consolidation.

Letters of Transmittal will be mailed to registered holders of common shares on November 30, 2007 requesting them to forward the certificates representing their common shares of Glencairn Gold Corporation to Equity Transfer & Trust Company in Toronto, Ontario in exchange for certificates representing the number of common shares of Central Sun Mining Inc. to which they are entitled.

As a result of the consolidation, commencing on December 5, 2007, the terms of the currently outstanding $1.25 common share purchase warrants listed on the Toronto Stock Exchange have been adjusted pursuant to the warrant indenture governing these warrants such that seven previously outstanding warrants will entitle the holder to purchase one common share at a price of $8.75 until November 26, 2008.

About Central Sun Mining

The Company is a gold producer with mining and exploration activities focused in Nicaragua. The Company operates the Limon Mine in Nicaragua and plans to convert the Orosi Mine in Nicaragua to conventional milling and expand annual gold output. It also holds an option to acquire a 100% interest in the Mestiza gold property which is located 70 kilometres from the Limon Mine. The Company focuses on efficient and productive mining practices to establish a firm base of quality operations. Central Sun Mining is committed to growth by optimizing current operations and expanding mineral reserves at existing mines.

Cautionary Note Regarding Forward-Looking Statements: This press release contains "forward-looking statements", within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to the completion of the Company's new strategic plan, the future financial or operating performance of the Company, its subsidiaries and its projects, the future price of gold, estimated recoveries under the milling plan, the estimation of mineral reserves and resources, the realization of mineral reserve estimates, the timing and amount of estimated future production, costs of production, capital for the mill project, operating and exploration expenditures, costs and timing of the development of new deposits, costs and timing of future exploration, requirements for additional capital, government regulation of mining operations, environmental risks, reclamation expenses, title disputes or claims, limitations of insurance coverage and the timing and possible outcome of pending litigation and regulatory matters. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved".

Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: general business, economic, competitive, political and social uncertainties; the actual results of current exploration activities; actual results of reclamation activities; conclusions of economic evaluations; changes in project parameters as plans continue to be refined; future prices of gold; possible variations of ore grade or recovery rates; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the mining industry; political instability, insurrection or war; delays in obtaining governmental approvals or required financing or in the completion of development or construction activities, as well as those factors discussed in the section entitled "General Development of the Business - Risks of the Business" in the Company's annual information form for the year ended December 31, 2006 on file with the securities regulatory authorities in Canada and the Company's Form 40-F on file with the Securities and Exchange Commission in Washington, D.C. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company does not undertake to update any forward-looking statements that are incorporated by reference herein, except in accordance with applicable securities.

Contacts: CENTRAL SUN MINING INC. Peter W. Tagliamonte President & CEO [phone] Email: [e-mail]

SOURCE: Glencairn Gold Corporation

mailto:[e-mail]

[golden08]

Nice move this week. Look forward to more of the same next week.

[golden08]

Very pleased with the news. GLE was GREEN today in a sea of red.
What more could you ask for. When the market tanks and your stock was one of the only greens you gotta love it.

[NYBob]

Glencairn Gold Corporation is a gold producer with three mines
in Central America.

Our Bellavista Mine in Costa Rica entered full production
in Q1/06, almost doubling the Company's gold output
to slightly more than 90,000 ounces.

Our Limon Mine in Nicaragua has been in continuous
production since 1941.

In addition, we recently announced the acquisition of
the La Libertad gold mine in Nicaragua,
which produced 34,000 ounces of gold in 2005,
and a 60% interest in Cerro Quema,
an advanced gold exploration project in Panama.


Tue Feb 27, 2007: News Releases: Glencairn Intercepts High-Grade Gold Values at Lib... (more...)

http://www.glencairngold.com/s/Home.asp

http://www.investorshub.com/boards/board.asp?board_id=5399

http://www.investorshub.com/boards/board.asp?board_id=6155

[golden08]

As far as i know its still there. I just posted there yesterday.

[golden08]

Lets not forget the awesome book value of .39 What a steal could you buy another miner with so little risk. And the decision to stop at la lib...Is a great decision. Its been a drain on our cost from day one. We may experience lower production levels but will realize a low cost per ounce.

http://money.cnn.com/news/newsfeeds/articles/marketwire/0220428.htm

Right about now i might guess yamana might be kicking themselves in the butt for dumping this property. Very respectable results. Good grades. Makes the expansion project look more attractive

[golden08]

Yes it important to get the exposure. Now i will post over here now

[NYBob]

To 'SeriousStockStoke' on 'GLENCAIRN GOLD CORP ' -
take the word from -
golden08, that's right very important to get -
the word out -
for each post GLE goes to the Hot Active Boards status -
were many more gets the info -

http://www.investorshub.com/boards/board.asp?board_id=6155

you have right GO -
Its only a matter of time -
We will be rewarded for being long ->
Just keep putting the word out - >>>
Keep Up the good work -
don't forget you are allowed to -> ->
post it twice -> ->

http://www.investorshub.com/boards/board.asp?board_id=5399

[NYBob]

To 'ezxccsc' on 'GLENCAIRN GOLD CORP ' -

ezxccsc, this baby need a lot care and attention -
its stuck with good miners -
but who knows zero or very little about PR ? issues -



the GLE - stock price has been on a slide to long -
its no need for it -

still the knows about the mining buz -
and should call in more promo -
its a matter to get it to the LT Goldbug -
investors attention? -
any suggestions are welcome -
its what GLE needs most of all -
right now -
Tia.

[NYBob]

To 'ezxccsc' on 'GLENCAIRN GOLD CORP' -
Thanks for the info -

RE: anyone know why the GLE yahoo board is not there anymore?

ezxccsc,
Glencairn's investor relator or management should be
informed and corecct the communications GLE problems -
please, info us if you have or get more info -
TIA.
below is a profile link -
http://www.investorshub.com/boards/quotes.asp?ticker=ggg&qm_page=25495&qm_symbol=t.GGG

FOR FURTHER INFORMATION PLEASE CONTACT:

Glencairn Gold Corporation
Peter Tagliamonte
President &CEO
[phone]
[phone] (FAX)
Email: [e-mail]



Glencairn Gold Corporation
Kerry Knoll
Chairman
[phone]
[phone] (FAX)
Email: [e-mail]



Glencairn Gold Corporation
Olav Svela
Vice President, Investor Relations
[phone]
[phone] (FAX)
Email: [e-mail]



Renmark Financial Communications Inc.
Christina Lalli

[phone]

Email: [e-mail]



Ps.
RE: Renmark's -
its looks to me - that many companies
I am a shareholder in and when
Renmark appeared with them -
has had a lot mystic problems -
and been underperforming ?
Imo!

[ezxccsc]

anyone out there for this board, kind of quite and GLE moving 44 -48

[ezxccsc]

anyone know why the GLE yahoo board is not there anymore?

[SeriousStockStoke]

Thanks for the response ezxccsc.
Yeah, the yahoo board is a lot more active.

The 2 things that I think might be holding GLE back are:

1.) Consistent earnings- Which I believe they will be able
to show by the end of the year.

2.) The whole Ortega election deal down in Nicaragua where
La Libertad Mine is Located. Keeping a close eye on this
issue.

Thanks again for the info.

[ezxccsc]

Yahoo board is more active but I agree with you much potential with this company

[SeriousStockStoke]

Boy, am I missing something?

I cannot believe that this board has been so quiet. This company has a lot of potential in my opinion. Third quarter earnings about to be released somewhere around November 10th. Wall Street hates inconsistancy and loves growth I understand that, however, this stock is beginning to show both and I think it's only a matter of time before GLE is recognized as such.

If there is another message board for this stock that's more active, I'd appreciate the link.




* My posts are my own opinions. Please do your own research before buying any stock.

[SeriousStockStoke]

volume up today above the daily average.

I cannot believe how quiet this board is. This stock has huge growth potential. Only a matter of time before it shines in my opinion.

[SeriousStockStoke]

Anyone know when third quarter earnings will be released?

I believe it's sometime during November, however I can't seem to find the exact date.

Thanks

[SeriousStockStoke]

Appreciate your thoughts NYBob

Glad to know that I'm not the only one who feels this company is worth way more than $.54

You're right, they definitely could use more promotion. Might not be a bad idea to make that suggestion to management whether through e-mail or phone. Honestly though I think that it's only a matter of time until this company gathers more attention. So my plan is to grab some more shares before it does get noticed.

Thanks for your post and have a great weekend













* Please do your own reseach before buying any stock, otherwise you're better off with a money manager. My posts are not reccomendations to buy, sell, short, or hold.

[NYBob]

SeriousStockStoke have to agree -

very oversold - undervalued -

no promotion or exposure -

miners with tunnel vision -
and without any PR experience -
and knowledge -

since 2004 Gold has gone UP -
Glencain has gone opposite direction -
got lost? -

they need a PR man! for sure -

[SeriousStockStoke]

Wow, it sure is quiet in here.

Anybody home?????????
Bought this stock the other day because I believe it's way undervalued based on what it could make next year. . I also like the balance sheet. Profit margin needs improvement, however I think the company will take care of that over the next 6-9 months.

[PKBPKB]

100,000 ounces is substantial. I am glad that management has copme out and made such an estimate rather than having to rely on speculation.

Production like that, and GGGs relatively modest number of outstanding shares makes the current price quite low when compared to other mining stocks.

As has been stated on other forums re GGG, $1 seemsa like a shareprice of the not too distant future. Even $1.50 is far from impossible.

[NYBob]

Glencairn Gold Completes Mine Acquisition From Yamana Gold
(1 of 2)



2006/07/06 17:51:17
TORONTO, ONTARIO, Jul 06, 2006 (MARKET WIRE via COMTEX) -- Glencairn Gold Corporation ("Glencairn") (TSX: GGG)(AMEX: GLE) and Yamana Gold Inc. ("Yamana") (TSX: YRI)(AMEX: AUY)(AIM: YAU) are pleased to announce that they have completed the previously announced acquisition of the La Libertad gold mine in Nicaragua and a 60% interest in the Cerro Quema advanced gold project in Panama by Glencairn from Yamana. Total consideration for the acquisition was 32 million Glencairn common shares.
"The acquisition of La Libertad and the interest in Cerro Quema achieves two key elements for Glencairn. It offers us an increase in gold production from La Libertad and a new-project pipeline. That pipeline consists not only of the advanced gold project at Cerro Quema, but also the surrounding highly prospective ground at La Libertad. We intend to devote considerable funds to exploration at the three existing mine sites," said Glencairn Chairman Kerry Knoll.
Company President and CEO Peter Tagliamonte said: "Our immediate focus is to assume operations at La Libertad to make the improvements necessary for this mine to realize its full potential, and to capitalize on the synergies inherent in having three operating mines within a five-hour drive of one another."
Glencairn's previously announced private placement of 30 million subscription receipts for gross proceeds of $18 million (see press releases dated June 22 and May 30) is scheduled to close later today. The financing was led by Orion Securities Inc. and included Canaccord Capital Corporation, Dundee Securities Corporation and Blackmont Capital Inc. Upon completion of the financing, the subscription receipts will be automatically exercised into 30 million common shares and 15 million common share purchase warrants. Each whole warrant will be exercisable to acquire one common share at an exercise price of $0.80 until the earlier of (i) two years following closing, and (ii) at the option of Glencairn, the date that is 30 days following provision of notice to warrantholders from the Company that the closing price of its common shares on the Toronto Stock Exchange has been at least $1.20 for 30 consecutive trading days (such notice not to be provided prior to the date which is four months and a day following closing).
Yamana will subscribe for 4.2 million subscription receipts for $2.5 million under the financing. Upon completion of the financing, Yamana will beneficially own 42,022,500 common shares of Glencairn, representing 17.9% of the issued and outstanding shares of Glencairn, and warrants to acquire an additional 2,100,000 common shares. Yamana does not have any present intention to acquire ownership of, or control over, additional securities of Glencairn.
Please note: There is a map available on CCNMatthews' website at the following link:
http://www.ccnmatthews.com/docs/ggg0706.pdf
The acquisition of La Libertad and Cerro Quema brings a significant improvement in Glencairn's reserve and resource base. For details of the reserves and resources at La Libertad and Cerro Quema, see the press release of Glencairn and Yamana dated May 30, 2006. To view the release, visit www.glencairngold.com.
Glencairn plans to make significant investment at the La Libertad mining operation to ensure the operation achieves its potential. Yamana had begun a program of additional metallurgical test work and upgrading of the crushing and screening circuit and the implementation of permanent heap leach pads. Glencairn will complete this program to allow the operation to maximize recoveries. The maintenance department and parts inventories will be expanded to optimize equipment availability and efficiency. Glencairn also plans to implement a major pre-stripping program to allow steady-state production rates and optimum stripping ratios. These actions in conjunction with new management are expected to result in significantly better performance. Glencairn is in the process of preparing a technical report in accordance with National Instrument 43-101 including an updated estimate of the mineral resources for the property.
At Cerro Quema, Glencairn plans to initiate discussions with the 40% owner of the property with the goal of advancing the project towards production as soon as possible. At the same time, the Company plans to update the feasibility study completed by a previous owner in 2002 to reflect current costs of goods and services.
Glencairn estimates it will cost approximately US$10 million to complete these improvements and it also plans to commit US$3 million to exploration at the three existing mine sites over the next 12 months.
About Glencairn
Glencairn is a junior gold producer that, prior to the Yamana acquisitions, had two mines in Central America, the Limon Mine in Nicaragua and the Bellavista Mine in Costa Rica. Gold production is anticipated to surpass 100,000 ounces this year with the additional output from La Libertad.
About Yamana
Yamana is an intermediate Canadian gold producer with significant gold production, gold and copper-gold development stage properties, exploration properties, and land positions in Brazil and Central America. Company management plans to continue to build on this base through the advancement of its exploration properties and by targeting other gold consolidation opportunities in Brazil and elsewhere in Latin America.
Cautionary Statements
This news release contains "forward-looking statements", within the meaning of the United States Private Securities Litigation Reform Act of 1995 and similar Canadian legislation, concerning the business, operations and financial performance and condition of each of Yamana and Glencairn. Forward-looking statements include, but are not limited to, statements with respect to estimated production, synergies and financial impact of the proposed transaction; the benefits of the proposed transaction and the development potential of Yamana's and Glencairn's properties; the future price of gold and copper; the estimation of mineral reserves and resources; the realization of mineral reserve estimates; the timing and amount of estimated future production; costs of production; capital expenditures; success of exploration activities; permitting time lines and permitting, mining or processing issues; currency exchange rate fluctuations; government regulation of mining operations; environmental risks; unanticipated reclamation expenses; title disputes or claims; and limitations on insurance coverage. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved".
Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made, and they are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Yamana and Glencairn to be materially different from those expressed or implied by such forward-looking statements, including but not limited to risks related to: unexpected events during construction, expansion and start-up; variations in ore grade, tonnes mined, crushed or milled; variations in relative amounts of refractory, non-refractory and transition ores; delay or failure to receive board or government approvals; timing and availability of external financing on acceptable terms; the operations of Yamana to be acquired by Glencairn not being integrated successfully or such integration proving more difficult, time consuming or costly than expected; not realizing on the anticipated benefits from the transaction or not realizing on such anticipated benefits within the expected time frame; risks related to international operations; actual results of current exploration activities; actual results of current reclamation activities; conclusions of economic valuations; changes in project parameters as plans continue to be refined; future prices of gold and copper; possible variations in ore reserves, grade or recovery rates; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and other risks of the mining industry; delays in the completion of development or construction activities, as well as those factors discussed in or referred to in the current annual Management's Discussion and Analysis and current Annual Information Form of each of Yamana and Glencairn filed with the securities regulatory authorities in Canada and available at www.sedar.com, and the Form 40-F of each filed with the United States Securities and Exchange Commission. Although management of each of Yamana and Glencairn has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Neither Yamana nor Glencairn undertakes to update any forward-looking statements that are incorporated by reference herein, except in accordance with applicable securities laws.


Contacts: Glencairn Gold Corporation Kerry J. Knoll Chairman [phone]
Yamana Gold Inc. Peter Marrone President and Chief Executive Officer [phone]
Yamana Gold Inc. Leslie Powers Director, Investor and Public Relations [phone]
Glencairn Gold Corporation Olav Svela VP, Investor Relations [phone]


SOURCE: Glencairn Gold Corporation and Yamana Gold Inc.

[NYBob]

Glencairn Gold Corp -
DL (7/1/2006 1:32 AM)
T.GGG Last: 0.75
Change: +0.14(+22.95%)
Volume: 1.14 m
Last Trade: 6/30/06

http://www.investorshub.com/boards/quotes.asp?ticker=t.ggg

This stock did well today (June 30th 2006) on the TSX.

It seems like a winner for the summer -

PKBPKB well said, its long overdue - oversold -
undervalued -

http://www.investorshub.com/boards/board.asp?board_id=5404

[PKBPKB]

This stock did well today (June 30th 2006) on the TSX.

It seems like a winner for the summer.

Q2 looks to be its best ever if the M D & A is any indication.

[mmayr]

Yupp. ;) eom

[stockefeller]

It looks to me that GLE is the AMEX symbol. GGG is the Canadian ticker.

[EZ2]

whoops.....never mind, I found it !!

http://www.glencairngold.com/s/NewsReleases.asp?ReportID=139286&_Type=News-Releases&_Title=G....



.

[EZ2]

Is this the same as GLE ??

tia !

[stockefeller]

Nice news released near the close today. Record net earnings!

[originunknown]

Thanks for heads up on this one!