Vangold Resources Ltd.
Vangold Resources Ltd.
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Vangold Resources Ltd. Vangold Resources Ltd.
Vangold Resources Ltd.

News Releases

 
Thu Nov 26, 2009
All Recommendations Passed at the Special Meeting of Shareholders

November 26 , 2009 - Vancouver, British Columbia - Vangold Resources Ltd. ("Vangold" or "the Company") is pleased to announce the results of its special meeting of Shareholders held on November 23, 2009 (the "Meeting"). The meeting was put before shareholders to ratify the proposed Plan of Arrangement, Share Consolidation, the Vangold and Vanoil's Stock Option Plan.

VOTING TOTALS

More than 97% of the shares of common stock cast at the meeting voted to approve the Plan of Arrangement (the "Arrangement"). All other recommendations received Shareholder approval in excess of 85%.

Under the Arrangement, shareholders of Vangold will receive one unit ("Vanoil Unit") of Vanoil for every eight (pre-consolidated) shares of Vangold held, as such shares are currently constituted. Each Vanoil Unit will consist of one share of Vanoil and one right (the "Vanoil Right") to purchase an additional share of Vanoil at a price of $0.50 per share for a period of 21 days from the effective date of the Arrangement. Firebird Global Master Fund, Ltd. ("Firebird") has agreed to subscribe for any unexercised Vanoil Rights at expiry of the 21 day period. Gross proceeds to Vanoil from the exercise of the Rights will amount to approximately $5.36 million. Firebird currently holds 21.29% of Vangold's outstanding shares, and James Passin, of Firebird is a director of Vangold. Firebird also holds 32.6% of the outstanding shares of IBC Advanced Alloys Corp. ("IBC").

Under the Arrangement, shareholders of Vangold will also receive the right to receive an aggregate of 25,609,746 shares, as such shares are currently constituted. This constitutes 100% of Vangold's holdings of IBC shares. Shareholders of record, as at the effective date of the Arrangement, will be entitled to receive these IBC shares, however, the actual distribution of the shares will be deferred until November 23, 2010 when all of the IBC shares held by Vangold have been released from escrow. Based on the current number of outstanding shares of Vangold, this will result in the distribution of approximately 0.298 of an IBC share (as such shares are currently constituted) for every share of Vangold held.

Following the final approvals of the Arrangement, the shares of Vangold will be consolidated on the basis of one new share for every three shares outstanding prior to the consolidation.

The Arrangement is subject to regulatory approval and to interim and final orders of the British Columbia Supreme Court.

Dal Brynelsen President and CEO commented; "we are very pleased with the results of the special meeting. The support of our shareholders is greatly appreciated as the Company embarks in exciting new directions".

To find out more about Vangold Resources Ltd. please visit our website at www.vangold.ca or contact Dal Brynelsen at 604-684-1974 or by email brynelsen@vangold.ca.

On Behalf of the Board of
VANGOLD RESOURCES LTD.

"Dal Brynelsen"
Dal Brynelsen, President and CEO

Disclaimer for Forward-Looking Information

Statements containing forward-looking information express, as at the date of this news release, the Company's plans, estimates, forecasts, projections, expectations, or beliefs as to future events or results and are believed to be reasonable based on information currently available to the Company.

Forward-looking statements and information are based on assumptions that financing and personnel will be available when required and on reasonable terms, and all necessary regulatory approvals and shareholder approval will be obtained, none of which are assured and are subject to a number of other risks and uncertainties

There can be no assurance that forward-looking statements will prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. Readers should not place undue reliance on forward-looking information

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release
 
 

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