-NOT FOR DISTRIBUTION IN THE UNITED STATES OR FOR DISSEMINATION TO OR THROUGH US NEWSWIRE SERVICES-
Golden Alliance Resources Corp. (TSX-V: GLL, Frankfurt: GA0, "Golden Alliance" or the "Company") is pleased to announce that, further to its prior news releases dated December 10, 2012 and February 7, 2013, it has effected a consolidation of its common shares on the basis of three (3) pre-consolidation shares for one (1) post-consolidation share (the "Consolidation"), and has changed its name to Orovero Resources Corp. The common shares of the Company will commence trading on a consolidated basis at open of market on Thursday, February 14, 2013, under the trading symbol 'OVR'.
The Consolidation and name change was approved by shareholders at the special meeting held February 6, 2013, and has also been accepted by the TSX Venture Exchange.
No fractional post-Consolidation common shares will be issued pursuant to the Consolidation. All fractional shares resulting from the consolidation will be rounded down to the nearest whole number and no cash consideration will be paid in respect of fractional shares. The exercise price and the number of common shares issuable under any of the Company's outstanding warrants or stock options will be proportionately adjusted upon the Consolidation.
A letter of transmittal will be mailed to registered shareholders, to be used by registered shareholders to exchange their current share certificates for certificates representing the consolidated number of shares in the capital of Orovero Resources Corp. No action is required by non-registered shareholders, who hold securities of the Company through an intermediary, to effect consolidation of their beneficially held securities.
About Golden Alliance Resources Corp.
Golden Alliance is a company focused on gold, copper and silver exploration in Peru. The Company has a very strong portfolio of 100%-owned highly prospective projects, totaling 25,000 hectares, and offering multiple opportunities for a significant discovery. Golden Alliance is a member of the Grosso Group, a management company active in the resource exploration industry since 1993, and working in Peru since 1995.
ON BEHALF OF THE BOARD
Mr. Len Clough, Chairman, President, CEO and Director
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Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release may contain forward-looking statements including but not limited to comments regarding the timing and content of upcoming work programs, geological interpretations, receipt of property titles, potential mineral recovery processes, etc. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements. Readers are encouraged to refer to the Company's public disclosure documents for a more detailed discussion of factors that may impact expected future results. The Company undertakes no obligation to publicly update or revise any forward-looking statements. We advise U.S. investors that the SEC's mining guidelines strictly prohibit information of this type in documents filed with the SEC. U.S. investors are cautioned that mineral deposits on adjacent properties are not indicative of mineral deposits on our properties.
The securities being offered have not been, nor will they be registered under the United States Securities Act of 1933, as amended, or state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. federal and state registration or an applicable exemption from the U.S. registration requirements. This release does not constitute an offer for sale of securities in the United States.