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COEUR D'ALENE, Idaho, June 1, 2010 (GLOBE NEWSWIRE) --
Timberline Resources Corporation (NYSE Amex:TLR) ("Timberline") is pleased to announce that its shareholders have approved the plan of arrangement pursuant to which Timberline will acquire all of the outstanding common shares of
Staccato Gold Resources Ltd. (TSX.V:CAT) ("Staccato").
At the special meeting of Timberline shareholders held May 28, 2010, ninety-nine per cent (99%) of the securities that were voted favored the acquisition resolution, approving the proposed plan of arrangement transaction. Pursuant to the plan of arrangement, Timberline will acquire all of the issued and outstanding common shares of Staccato by means of a share exchange (the "Arrangement"). Staccato shareholders will receive 0.142857143 shares of Timberline common stock and US$0.0001 for each Staccato common share held. Timberline and Staccato expect to complete all other conditions to closing and to close the transaction on June 2, 2010 (the "Closing Date").
Staccato voluntarily halted trading of its common shares on the TSX Venture Exchange prior to the opening of the market on Monday, May 31, 2010. The common shares of Staccato will remain halted until the Closing Date and Timberline's shares of common stock will resume trading on the TSX Venture Exchange in substitution for Staccato's common shares on June 3, 2010 under the symbol "TBR".
Registered shareholders, warrantholders and certain optionholders of Staccato will be required to submit their certificates and Letters of Transmittal to Corporate Stock Transfer, Inc. prior to receiving the Timberline securities to which they are entitled upon completion of the arrangement transaction.
The benefits of this acquisition for Timberline shareholders include:
Low cost acquisition of a significant mineralized material base with near-term gold production potential at the Lookout Mountain project
Cash infusion of approximately $5 million for exploration and development, primarily at the Lookout Mountain project
Addition of strategic assets in Nevada while maintaining an attractive share structure
Growth of Timberline as a vertically-integrated company with in-house capability, expertise, and strategic alliances to explore, drill, permit, develop, and produce – and the corporate strength to advance its projects
Additional projects upon which to leverage Timberline's two core drilling subsidiaries by providing economical drilling for exploration and development
Strengthening of an attractive corporate vehicle and tight share structure to accommodate additional acquisitions and growth.
Timberline CEO Randal Hardy said, "The overwhelming approval of both Timberline and Staccato shareholders indicates the widespread support we have for this acquisition. We look forward to welcoming a group of shareholders from Staccato, both institutional and retail, who understand the mining and exploration industry and who will support us as we continue to meet our objectives as an emerging junior gold producer with the development of our Butte Highlands Gold Project in Montana and the Lookout Mountain project in Nevada's Battle Mountain / Eureka trend."