TORONTO, CANADA--(Marketwired - June 10, 2013) - Teranga Gold Corporation ("Teranga" or the "Company") (TSX:TGZ)(ASX:TGZ) advises that a 16% shareholder, Mineral Deposits Limited (MDL) has announced that it proposes to replace three of the Company's independent directors with three new MDL nominees for election to the Board of Directors of Teranga at the Annual and Special Meeting of shareholders, to be held in Toronto on July 18, 2013.
The Board of Teranga does not support MDL's nominees as it does not believe their appointment would be in the best interests of all shareholders. "MDL, a 16% shareholder of Teranga, is seeking through underhanded methods, to take control of the Board of Directors and the Company without paying shareholders a premium" said Alan R. Hill, Executive Chairman.
With NO plan, NO rationale, NO compelling credentials and NO control premium offered to shareholders, MDL's nominations are NOT in the best interest of all shareholders.
"With no stated plan, MDL's motivations appear self-serving and we are concerned that a major change in the Board and Management at this time would disrupt Teranga's ability to complete the important Oromin deal and sever the carefully built relationship that this Board and Management now has with the Government of Senegal" said Richard Young, President and CEO of Teranga.
Management and the Board of Teranga strongly oppose the MDL proposal and recommends that ALL shareholders reject it. Please visit www.terangagold.com to view the Company's letter to shareholders which will be distributed shortly.
If you have any questions or need assistance in voting your BLUE proxy, please call Kingsdale Shareholder Services Inc. at 1-866-229-8651 (toll free within North America) or 1-416-867-2271 (collect calls accepted), or by email at contactus@kingsdaleshareholder.com.
Shareholders who hold their shares in the form of CHESS Depository Interests (CDIs) can contact Radar either by mail at Radar Shareholder Engagement, Level 7, 107 Pitt Street, SYDNEY, NSW, Australia, 2000, by toll-free telephone in Australia at 1-800-850-191 or collect call outside Australia at +61-2-8256-3365, or by e-mail at teranga@shareholderupdate.com.au.
About TERANGA: Teranga is a Canadian-based gold company listed on the Toronto Stock Exchange (TSX:TGZ) and Australian Securities Exchange (ASX:TGZ). Teranga is principally engaged in the production and sale of gold, as well as related activities such as exploration and mine development.
Teranga's mission is to create value for all of its stakeholders through responsible mining. Its vision is to explore, discover and develop gold mines in West Africa, in accordance with the highest international standards, and to be a catalyst for sustainable economic, environmental and community development. All of its actions from exploration, through development, operations and closure will be based on the best available techniques.
Forward-Looking Statements
This news release contains certain statements that constitute forward-looking information and forward-looking statements within the meaning of applicable securities laws (collectively, "forward-looking statements") and includes statements relating to the timing and the terms and benefits of the proposed Offer to be made. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Teranga, or developments in Teranga's business or in its industry, or with respect to the proposed Offer to be made, to differ materially from the anticipated results, performance, achievements or developments expressed or implied by such forward-looking statements. Forward-looking statements include all disclosure regarding possible events, conditions or results of operations that is based on assumptions about, among other things, future economic conditions and courses of action, and assumptions related to government approvals, the co-operation of Bendon and Badr and anticipated costs and expenditures. The words "poised", "gives", "expect", "its vision", "plan", "support", "assist", "commit to", "will not", "intend", "intends to" and similar expressions identify forward looking statements. Forward-looking statements may also include, without limitation, any statement relating to future events, conditions or circumstances. Teranga cautions you not to place undue reliance upon any such forward-looking statements, which speak only as of the date they are made. There is no guarantee that the terms and conditions to the proposed Offer to be made will be met or that the anticipated benefits of the proposed Offer to be made will be achieved. The risks and uncertainties that may affect forward-looking statements include, among others: economic market conditions, anticipated costs and expenditures, government approvals, co-operation of Bendon and Badr; and other risks detailed from time to time in Teranga's filings with Canadian provincial securities regulators. Forward-looking statements are based on management's current plans, estimates, projections, beliefs and opinions, and, except as required by law, Teranga does not undertake any obligation to update forward-looking statements should assumptions related to these plans, estimates, projections, beliefs and opinions change. Nothing in this news release should be construed as either an offer to sell or a solicitation to buy or sell Teranga securities.
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