CONCORD, ONTARIO--(Marketwire - June 4, 2008) - Jardincap Inc. (TSX VENTURE:JAR.P) ("Jardincap" or the "Corporation") is pleased to announce that at the annual and special meeting held on May 15, 2008, shareholders approved, among other things, the amalgamation of Jardincap with Tawsho Mining Inc. ("Tawsho") as the Corporation's Qualifying Transaction as defined in Policy 2.4 of the TSX Venture Exchange Inc. (the "Exchange") Corporate Finance Manual. Following on that approval, the Corporation is also pleased to announce that the amalgamation of Jardincap and Tawsho has been completed pursuant to the Business Corporations Act (Ontario) effective May 31, 2008. The Resulting Issuer will continue under the name "Tawsho Mining Inc.".
The Corporation is also pleased to announce that this Qualifying Transaction has been conditionally accepted by the Exchange, subject to fulfilling certain conditions of the Exchange and filing certain documents with the Exchange. One condition of the Exchange acceptance is completion of a minimum financing of $2,000,000.
Prior to the amalgamation, Tawsho undertook a non-brokered private placement of units of one common share and one-half of a common share purchase warrant ("Units") at a deemed price of $1.00 per Unit (the "Tawsho Private Placement"). Each whole common share purchase warrant will be exercisable for $1.25 for a period of 24 months from closing of the Tawsho Private Placement. The amount raised on the Tawsho Private Placement closed on May 30, 2008, totalled $852,500. The Corporation intends to close a second tranche of the Tawsho Private Placement for total gross proceeds of $500,000 on June 5, 2008, and will also close an additional non-brokered flow-through financing (the "Flow-Through Financing") in order to raise more than the required $2,000,000 minimum financing. The Flow-Through Financing will involve the issuance of a total of 1,739,130 common shares, with flow-through rights attached, at a deemed price of $1.15 per share, for total gross proceeds of $2,000,000. On completion of the Flow-Through Financing, Tawsho will have raised a total of $3,352,500 in conjunction with its Qualifying Transaction. A 2.5% finders' fee ($83,815) will be paid by Tawsho to one or more arm's length parties for their assistance in raising the total financing proceeds. It is expected that Tawsho will have 21,417,990 common shares issued and outstanding upon completion of the financings and the Qualifying Transaction.
The Corporation expects to be able to file all required documentation to satisfy the conditional acceptance of the Exchange on or about June 9, 2008. Trading in the shares of the Corporation will remain halted until receipt by the Exchange of satisfactory final documentation.
About Tawsho Mining Inc.
The head office of Tawsho is located at #9, 150 Jardin Drive, Concord ON L4K 3P9. The new board of directors and management team is made up of:
Raymond Savoie - President, Chief Executive Officer and director Zoran Arandjelovic - Chairman and director Michael Talmage - Chief Financial Officer and director Gary Perkins - director Camille St. Hilaire - director Joseph Feldman - director
Tawsho has acquired 239 mining claims situated in the Townships of Queylus, Hauy and Fancamp in the Province of Quebec (the "Chevrier Property").
The Chevrier Property currently consists of 239 claims for a total of 4,052 hectares grouped together into two contiguous areas. The Fancamp, Haufan, Diana-Obatogamau and Dolbo blocks are contiguous and are predominantly located in the northeast sector of the Fancamp Township with some parcels in the southern half of the Hauy Township. The Diana block is located in the southwestern quarter of the Queylus Township. An area of some 183 claims for a total of some 4,056 hectares is claimed and awaits official registration (and numbers) for the claims. A second group of claims for some 71 claims for a total of 1,136 hectares is applied for. When the official registration is complete and the applications are confirmed, the total area claimed for Tawsho will consist of some 493 contiguous claims for approximately 9,244 hectares (approximately 95 sq. km.).
FOR FURTHER INFORMATION PLEASE CONTACT:
Tawsho Mining Inc.
(905) 889-1711 (ext 3)