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Tuesday, January 25, 2011 3:28:02 AM
TORONTO, Jan. 24, 2011 (Canada NewsWire via COMTEX) -- Rick Rule to Join Sprott
Investment Team and be Nominated to Board of Directors
GBRC News SPROTT INC. ANNOUNCES EXECUTION OF DEFINITIVE AGREEMENT WITH GLOBAL RESOURCE INVESTMENTS LTD., TERRA RESOURCE INVESTMENT MANAGEMENT INC. AND RESOURCE CAPITAL INVESTMENTS CORP.
Monday, January 24, 2011 8:28 PM
Scottrade.com
This email is compliments of Scottrade.com
News for 'GBRC' - (SPROTT INC. ANNOUNCES EXECUTION OF DEFINITIVE AGREEMENT WITH GLOBAL RESOURCE INVESTMENTS LTD., TERRA RESOURCE INVESTMENT MANAGEMENT INC. AND RESOURCE CAPITAL INVESTMENTS CORP.)
http://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=3GiPk%252fVI1kw%252bE618qIun6g%253d%253d&nt7=0
TORONTO, Jan. 24, 2011 (Canada NewsWire via COMTEX) -- Rick Rule to Join Sprott
Investment Team and be Nominated to Board of Directors
Sprott Inc. (TSX:SII) ("Sprott") today announced the signing of a definitive
share exchange agreement (the "Agreement") with Arthur Richards Rule IV and the
Rule Family Trust U/A/D 12/17/98 (the "Seller") for the acquisition (the
"Transaction") of all of the outstanding stock of Rule Investments, Inc. (the
owner of Global Resource Investments, Ltd.), Terra Resource Investment
Management, Inc. and Resource Capital Investment Corporation (collectively, the
"Global Companies"), as first announced by the Company on September 22, 2010.
Closing is expected to occur in early February 2011, subject to the timing of
necessary regulatory approvals.
"We are pleased to have the well respected team of investment professionals Rick
has built join our organization, and look forward to working with them to
continue to deliver superior investment performance to our clients and
shareholders," commented Eric Sprott, Chairman of Sprott.
"With our due diligence activities complete, and integration planning underway,
our combined team will be moving quickly to offer compelling new investment
opportunities to Canadian investors, while continuing to grow our client base
both in the United States and globally," said Peter Grosskopf, CEO of Sprott.
"We remain convinced that our objectives of expanding our investment management
capabilities, increasing our US distribution capabilities, and diversifying our
asset and earnings profile will be well served by having the Global Companies
join the Sprott organization. Combined, the companies' Assets Under Management
would have been approximately $9.0 billion as of December 31, 2010."
"Much like the mutual funds and hedge funds managed by Sprott Asset Management,
the Global Companies' pooled investment vehicles have performed exceptionally
well in 2010, highlighting the degree of investment expertise that the Global
Companies bring to the combined organization," added Mr. Grosskopf.
"The entire team at the Global Companies is delighted to be joining Sprott Inc.
We expect that our clients will benefit from the help of the Sprott team, and
that this will be a true win-win for all stakeholders; clients, employees, and
shareholders of both organizations," commented Rick Rule, founder of the Global
Companies.
Transaction Terms
Sprott will issue 20 million common shares in the capital of Sprott ("Sprott
Shares") in consideration for the acquisition of the Global Companies.
Approximately 500,000 of the Sprott Shares will be received by employees of the
Global Companies after closing. The Seller has agreed to forego any
general quarterly or special dividends, if any, associated with Sprott's 2010
financial performance. In addition, the Seller and certain current and future
employees of the Global Companies will further be entitled to receive, on the
date that is five years following the closing of the Transaction, additional
shares (the "Earn-out Shares") based on the aggregate EBITDA of the Global
Companies during such five year period, and the performance of the Global
Companies relative to the balance of Sprott. For every dollar that the aggregate
EBITDA exceeds US$40 million, the Seller and certain current and future
employees shall receive 0.145455 Earn-out Shares, up to a maximum of eight
million Earn-out Shares in aggregate. Subject to certain conditions,
including minimum AUM thresholds at the Global Companies, if aggregate EBITDA of
US$95 million is reached prior to the end of such five-year period, the Seller
and certain employees as noted above shall receive all the Earn-out Shares at
such time; provided that the Seller and these specific employees shall not
receive such shares prior to three years after the closing of the
Transaction. Each of the Seller and the employees of the Global Companies
receiving Sprott Shares or Earn-out Shares will enter into lock-up agreements
with Sprott whereby they will agree not to directly or indirectly sell their
shares without Sprott's consent, subject to certain conditions, with one-third
of such shares being released from lock up every year for three years from the
date of issuance.
Upon closing of the Transaction, Mr. Rule will join the investment and
management team at Sprott for a minimum three year term and will be included on
management's slate of nominees for the election of directors at Sprott's next
annual meeting of shareholders. The Transaction is an arm's length
transaction and is subject to the approval of all applicable regulatory
authorities, including the Toronto Stock Exchange, as well as other third
parties, as necessary.
Forward-Looking Statements
This release contains "forward-looking statements" which reflect the current
expectations of Sprott Inc. These statements reflect management's current
beliefs with respect to future events and are based on information currently
available to management. Forward-looking statements in this press release
include, but are not limited to, the closing of the Transaction and the
anticipated benefits from the Transaction. Forward-looking statements
involve significant known and unknown risks, uncertainties and assumptions,
including with respect to the closing of the Transaction, the timing and receipt
of all applicable regulatory approvals and third party consents, the anticipated
benefits from the Transaction and the satisfaction of other conditions to the
completion of the Transaction. Many factors could cause actual results,
performance or achievements to be materially different from any future results,
performance or achievements that may be expressed or implied by such
forward-looking statements including, without limitation, those listed under the
heading "Risk Factors" in Sprott's annual information form dated March 30, 2010
as well as that the closing of the Transaction could be delayed if the necessary
regulatory approvals and third party consents are not obtained within the
timelines planned or the Transaction may not be completed at all if these
approvals are not obtained or any other conditions to closing are not satisfied.
Should one or more of these risks or uncertainties materialize, or should
assumptions underlying the forward-looking statements prove incorrect, actual
results, performance or achievements could vary materially from those expressed
or implied by the forward-looking statements contained in this release. Although
the forward-looking statements contained in this release are based upon what
Sprott believes to be reasonable assumptions, management cannot assure investors
that actual results, performance or achievements will be consistent with these
forward-looking statements. These forward-looking statements are made as of the
date of this release and Sprott does not assume any obligation to update or
revise them to reflect new events or circumstances, except as required by law.
About the Global Companies
The Global Companies are leading experts in the natural resource investing
sector providing both investment management and specialized broker services. The
Global Companies are led by Rick Rule, a highly respected natural resources
investor with over 35 years of experience in the investment industry, and have
developed a highly specialized team of resource investing experts, including
geologists and mining engineers. They offer their expertise through pooled
investment vehicles, managed accounts and brokerage accounts and have delivered
strong investment performance to their clients. The Global Companies currently
administer or manage more than US$1.8 billion in assets.
About Sprott Inc.
Sprott Inc. is a leading independent asset manager dedicated to achieving
superior returns for its clients over the long term. The company currently
operates through three distinct business units: Sprott Asset Management
LP, Sprott Private Wealth LP and Sprott Consulting LP. Sprott Asset
Management is the investment manager of the Sprott family of mutual funds and
hedge funds and discretionary managed accounts; Sprott Private Wealth provides
wealth management services to high net worth individuals; and Sprott Consulting
provides management, administrative and consulting services to other companies,
including Sprott Resource Corp. (TSX: SCP) and Sprott Resource Lending
Corp. (TSX: SIL; NYSE Amex: SILU). Sprott Inc. is headquartered in
Toronto, Canada, and is listed on the Toronto Stock Exchange under the symbol
"SII". For more information on Sprott Inc., please visit
http://www.sprottinc.com.
To view this news release in HTML formatting, please use the following URL:
http://www.newswire.ca/en/releases/archive/January2011/24/c4849.html
SOURCE: Sprott Inc.
CONTACT:
Investor contact information: (416) 203-2310 or 1
(877) 403-2310 or
href="mailto:ir@sprott.com">ir@sprott.com
Copyright (C) 2011 CNW Group. All rights reserved.
-0-
KEYWORD: Ontario
INDUSTRY KEYWORD: MNG
SUBJECT CODE: PER
TNM
Source: Comtex Wall Street News
http://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=3GiPk%252fVI1kw%252bE618qIun6g%253d%253d&nt7=0
Investment Team and be Nominated to Board of Directors
GBRC News SPROTT INC. ANNOUNCES EXECUTION OF DEFINITIVE AGREEMENT WITH GLOBAL RESOURCE INVESTMENTS LTD., TERRA RESOURCE INVESTMENT MANAGEMENT INC. AND RESOURCE CAPITAL INVESTMENTS CORP.
Monday, January 24, 2011 8:28 PM
Scottrade.com
This email is compliments of Scottrade.com
News for 'GBRC' - (SPROTT INC. ANNOUNCES EXECUTION OF DEFINITIVE AGREEMENT WITH GLOBAL RESOURCE INVESTMENTS LTD., TERRA RESOURCE INVESTMENT MANAGEMENT INC. AND RESOURCE CAPITAL INVESTMENTS CORP.)
http://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=3GiPk%252fVI1kw%252bE618qIun6g%253d%253d&nt7=0
TORONTO, Jan. 24, 2011 (Canada NewsWire via COMTEX) -- Rick Rule to Join Sprott
Investment Team and be Nominated to Board of Directors
Sprott Inc. (TSX:SII) ("Sprott") today announced the signing of a definitive
share exchange agreement (the "Agreement") with Arthur Richards Rule IV and the
Rule Family Trust U/A/D 12/17/98 (the "Seller") for the acquisition (the
"Transaction") of all of the outstanding stock of Rule Investments, Inc. (the
owner of Global Resource Investments, Ltd.), Terra Resource Investment
Management, Inc. and Resource Capital Investment Corporation (collectively, the
"Global Companies"), as first announced by the Company on September 22, 2010.
Closing is expected to occur in early February 2011, subject to the timing of
necessary regulatory approvals.
"We are pleased to have the well respected team of investment professionals Rick
has built join our organization, and look forward to working with them to
continue to deliver superior investment performance to our clients and
shareholders," commented Eric Sprott, Chairman of Sprott.
"With our due diligence activities complete, and integration planning underway,
our combined team will be moving quickly to offer compelling new investment
opportunities to Canadian investors, while continuing to grow our client base
both in the United States and globally," said Peter Grosskopf, CEO of Sprott.
"We remain convinced that our objectives of expanding our investment management
capabilities, increasing our US distribution capabilities, and diversifying our
asset and earnings profile will be well served by having the Global Companies
join the Sprott organization. Combined, the companies' Assets Under Management
would have been approximately $9.0 billion as of December 31, 2010."
"Much like the mutual funds and hedge funds managed by Sprott Asset Management,
the Global Companies' pooled investment vehicles have performed exceptionally
well in 2010, highlighting the degree of investment expertise that the Global
Companies bring to the combined organization," added Mr. Grosskopf.
"The entire team at the Global Companies is delighted to be joining Sprott Inc.
We expect that our clients will benefit from the help of the Sprott team, and
that this will be a true win-win for all stakeholders; clients, employees, and
shareholders of both organizations," commented Rick Rule, founder of the Global
Companies.
Transaction Terms
Sprott will issue 20 million common shares in the capital of Sprott ("Sprott
Shares") in consideration for the acquisition of the Global Companies.
Approximately 500,000 of the Sprott Shares will be received by employees of the
Global Companies after closing. The Seller has agreed to forego any
general quarterly or special dividends, if any, associated with Sprott's 2010
financial performance. In addition, the Seller and certain current and future
employees of the Global Companies will further be entitled to receive, on the
date that is five years following the closing of the Transaction, additional
shares (the "Earn-out Shares") based on the aggregate EBITDA of the Global
Companies during such five year period, and the performance of the Global
Companies relative to the balance of Sprott. For every dollar that the aggregate
EBITDA exceeds US$40 million, the Seller and certain current and future
employees shall receive 0.145455 Earn-out Shares, up to a maximum of eight
million Earn-out Shares in aggregate. Subject to certain conditions,
including minimum AUM thresholds at the Global Companies, if aggregate EBITDA of
US$95 million is reached prior to the end of such five-year period, the Seller
and certain employees as noted above shall receive all the Earn-out Shares at
such time; provided that the Seller and these specific employees shall not
receive such shares prior to three years after the closing of the
Transaction. Each of the Seller and the employees of the Global Companies
receiving Sprott Shares or Earn-out Shares will enter into lock-up agreements
with Sprott whereby they will agree not to directly or indirectly sell their
shares without Sprott's consent, subject to certain conditions, with one-third
of such shares being released from lock up every year for three years from the
date of issuance.
Upon closing of the Transaction, Mr. Rule will join the investment and
management team at Sprott for a minimum three year term and will be included on
management's slate of nominees for the election of directors at Sprott's next
annual meeting of shareholders. The Transaction is an arm's length
transaction and is subject to the approval of all applicable regulatory
authorities, including the Toronto Stock Exchange, as well as other third
parties, as necessary.
Forward-Looking Statements
This release contains "forward-looking statements" which reflect the current
expectations of Sprott Inc. These statements reflect management's current
beliefs with respect to future events and are based on information currently
available to management. Forward-looking statements in this press release
include, but are not limited to, the closing of the Transaction and the
anticipated benefits from the Transaction. Forward-looking statements
involve significant known and unknown risks, uncertainties and assumptions,
including with respect to the closing of the Transaction, the timing and receipt
of all applicable regulatory approvals and third party consents, the anticipated
benefits from the Transaction and the satisfaction of other conditions to the
completion of the Transaction. Many factors could cause actual results,
performance or achievements to be materially different from any future results,
performance or achievements that may be expressed or implied by such
forward-looking statements including, without limitation, those listed under the
heading "Risk Factors" in Sprott's annual information form dated March 30, 2010
as well as that the closing of the Transaction could be delayed if the necessary
regulatory approvals and third party consents are not obtained within the
timelines planned or the Transaction may not be completed at all if these
approvals are not obtained or any other conditions to closing are not satisfied.
Should one or more of these risks or uncertainties materialize, or should
assumptions underlying the forward-looking statements prove incorrect, actual
results, performance or achievements could vary materially from those expressed
or implied by the forward-looking statements contained in this release. Although
the forward-looking statements contained in this release are based upon what
Sprott believes to be reasonable assumptions, management cannot assure investors
that actual results, performance or achievements will be consistent with these
forward-looking statements. These forward-looking statements are made as of the
date of this release and Sprott does not assume any obligation to update or
revise them to reflect new events or circumstances, except as required by law.
About the Global Companies
The Global Companies are leading experts in the natural resource investing
sector providing both investment management and specialized broker services. The
Global Companies are led by Rick Rule, a highly respected natural resources
investor with over 35 years of experience in the investment industry, and have
developed a highly specialized team of resource investing experts, including
geologists and mining engineers. They offer their expertise through pooled
investment vehicles, managed accounts and brokerage accounts and have delivered
strong investment performance to their clients. The Global Companies currently
administer or manage more than US$1.8 billion in assets.
About Sprott Inc.
Sprott Inc. is a leading independent asset manager dedicated to achieving
superior returns for its clients over the long term. The company currently
operates through three distinct business units: Sprott Asset Management
LP, Sprott Private Wealth LP and Sprott Consulting LP. Sprott Asset
Management is the investment manager of the Sprott family of mutual funds and
hedge funds and discretionary managed accounts; Sprott Private Wealth provides
wealth management services to high net worth individuals; and Sprott Consulting
provides management, administrative and consulting services to other companies,
including Sprott Resource Corp. (TSX: SCP) and Sprott Resource Lending
Corp. (TSX: SIL; NYSE Amex: SILU). Sprott Inc. is headquartered in
Toronto, Canada, and is listed on the Toronto Stock Exchange under the symbol
"SII". For more information on Sprott Inc., please visit
http://www.sprottinc.com.
To view this news release in HTML formatting, please use the following URL:
http://www.newswire.ca/en/releases/archive/January2011/24/c4849.html
SOURCE: Sprott Inc.
CONTACT:
Investor contact information: (416) 203-2310 or 1
(877) 403-2310 or
href="mailto:ir@sprott.com">ir@sprott.com
Copyright (C) 2011 CNW Group. All rights reserved.
-0-
KEYWORD: Ontario
INDUSTRY KEYWORD: MNG
SUBJECT CODE: PER
TNM
Source: Comtex Wall Street News
http://nvsos.gov/sosentitysearch/CorpDetails.aspx?lx8nvq=3GiPk%252fVI1kw%252bE618qIun6g%253d%253d&nt7=0
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