EXETER SHAREHOLDERS APPROVE SPIN-OUT TO CREATE TWO INDEPENDENT COMPANIES
Vancouver, March 12,
2010 – Exeter Resource Corporation (NYSE-AMEX: XRA, TSX: XRC, and Frankfurt: EXB) (“Exeter” or the
“Company”) is pleased to announce that its shareholders have voted 40,826,546 (99.83%) in favour of
approving the spin-out of its Argentine assets into Extorre Gold Mines Limited (“Extorre”) by plan of
arrangement (the “Arrangement”) and that a final order approving the Arrangement was granted by the
Supreme Court of British Columbia on March 12, 2010.
The Company will now proceed w closing of the
Arrangement, presently expected to occur on March 22, 2010 (the “Record Date”). The distribution date
for Extorre shares is anticipated to be March 23, 2010.
The Extorre shares have been conditionally
approved for listing on the TSX and, subject to satisfaction of all conditions to closing, the shares of
Extorre will trade on a “when issued” basis on the TSX under the trading symbol “XG” on March 18, 2010
and will not be initially listed on NYSE-AMEX. For US shareholders, Extorre intends to initially apply
for listing on the OTCQX exchange and subsequently on the NYSE-AMEX. Listing is subject to Extorre
meeting all listing requirements of those exchanges and receiving exchange acceptances of listing
applications.
Exeter shares will trade “ex-distribution” on the TSX on March 18, 2010 and on the
NYSE-AMEX on March 24, 2010.
Exeter shares will continue to trade “regular way” on the NYSE-AMEX
under the symbol “XRA” through the distribution date of March 23, 2010. Any holders of Exeter shares who
sell Exeter shares regular way from March 18 to March 23, 2010 will also be selling their right to
receive shares of Extorre. Investors are encouraged to consult with their financial advisors regarding
the specific implications of buying or selling Exeter shares on the NYSE-AMEX before the distribution
date.
Investors who execute a trade to purchase Exeter shares before, and continue to hold such
shares on, March 18, 2010 will participate in the distribution of Extorre shares on the Record Date.
Such shareholders need not do anything further to receive their Extorre shares, which will be delivered
as soon as possible after the Record Date. Each registered Exeter shareholder on the Record Date will be
deemed to have exchanged, without any action on their part, all of their Exeter shares for one new
Exeter share and one new Extorre share. Existing Exeter share certificates will not need to be
physically exchanged and will be deemed to be share certificates representing the new Exeter shares.
Exeter shareholders, who hold their Exeter shares in their brokerage accounts, including discount
brokerage accounts, will have their Extorre shares automatically deposited into their accounts by their
broker upon completion of the Arrangement. There will be no change in shareholders’ holdings in Exeter
as a result of the Arrangement.
Each Exeter option holder and warrant holder on the Record Date will
receive a new option or warrant, as applicable, for Exeter shares and for Extorre shares at an adjusted
exercise price based on the volume weighted average trading price of the Exeter shares and Extorre
shares for the five trading days following March 18, 2010.
On closing, Extorre will hold all of
Exeter’s former interest in the Argentine Cerro Moro and Don Sixto Projects as well as its Argentine
Patagonian exploration projects and an initial $25 million in capital from Exeter. Initial focus will be
on development of the Cerro Moro Project, while exploration drilling will continue to test for new high
grade vein targets. Exeter will continue to hold and focus on advancing its Caspiche Project, located in
northern Chile.
Please refer to the Exeter press release dated January 19, 2010 and the Circular for
more detailed information, available on SEDAR at www.sedar.com.
You are invited to visit the Exeter
web site at www.exeterresource.com.
EXETER RESOURCE CORPORATION
Bryce Roxburgh
President and
CEO
For further information, please contact:
B. Roxburgh, President or Rob Grey, VP Corporate
Communications
Tel: 604.688.9592 Fax: 604.688.9532
Toll-free: 1.888.688.9592
Suite 1260, 999 West
Hastings St.
Vancouver, BC Canada V6C 2W2
exeter@exeterresource.com
Safe Harbour Statement – This
news release contains “forward-looking information” and “forward-looking statements” (together, the
“forward-looking statements”) within the meaning of applicable securities laws and the United States
Private Securities Litigation Reform Act of 1995, including in relation to the proposed Arrangement and
expected future attributes and success of each of the Company and Extorre following such transaction;
the anticipated Record Date for the new Exeter shares and the new Extorre shares; the expected
completion date of the Arrangement, the Company’s belief as to the extent and timing of its drilling
programs, various studies including engineering, environmental, infrastructure and other studies, and
exploration results, budgets for its exploration programs, the potential tonnage, grades and content of
deposits, timing, establishment and extent of resources estimates, potential for financing its
activities, potential production from and viability of its properties, permitting submission and timing,
expected cash reserves and the expected benefits of the proposed spin-out transaction. These
forward-looking statements are made as of the date of this news release. Readers are cautioned not to
place undue reliance on forward-looking statements, as there can be no assurance that the future
circumstances, outcomes or results anticipated in or implied by such forward-looking statements will
occur or that plans, intentions or expectations upon which the forward-looking statements are based will
occur. While the Company has based these forward-looking statements on its expectations about future
events as at the date that such statements were prepared, the statements are not a guarantee that such
future events will occur and are subject to risks, uncertainties, assumptions and other factors which
could cause events or outcomes to differ materially from those expressed or implied by such
forward-looking statements. Such factors and assumptions include, among others, the effects of general
economic conditions, the price of gold, silver and copper, changing foreign exchange rates and actions
by government authorities, uncertainties associated with legal proceedings and negotiations and
misjudgements in the course of preparing forward-looking information. In addition, there are known and
unknown risk factors which could cause the Company’s actual results, performance or achievements to
differ materially from any future results, performance or achievements expressed or implied by the
forward-looking statements. Known risk factors include risks associated with the ability to obtain any
necessary approvals, waivers, consents and other requirements necessary or desirable to permit or
facilitate the proposed Arrangement, the risk that any applicable conditions of the proposed transaction
may not be satisfied, risks associated with project development; the need for additional financing;
operational risks associated with mining and mineral processing; fluctuations in metal prices; title
matters; uncertainties and risks related to carrying on business in foreign countries; environmental
liability claims and insurance; reliance on key personnel; the potential for conflicts of interest among
certain officers, directors or promoters of the Company with certain other projects; the absence of
dividends; currency fluctuations; competition; dilution; the volatility of the Company’s common share
price and volume; tax consequences to U.S. investors; and other risks and uncertainties, including those
described in the Company’s Annual Information Form for the financial year ended December 31, 2008, dated
March 27, 2009 filed with the Canadian Securities Administrators and available at www.sedar.com.
Although the Company has attempted to identify important factors that could cause actual actions, events
or results to differ materially from those described in forward-looking statements, there may be other
factors that cause actions, events or results not to be as anticipated, estimated or intended. There can
be no assurance that forward-looking statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such statements. Accordingly, readers should
not place undue reliance on forward-looking statements. The Company is under no obligation to update or
alter any forward-looking statements except as required under applicable securities laws.
Cautionary
Note to United States Investors - The information contained herein and incorporated by reference herein
has been prepared in accordance with the requirements of Canadian securities laws, which differ from the
requirements of United States securities laws. In particular, the term “resource” does not equate to the
term “reserve”. The Securities Exchange Commission’s (the “SEC”) disclosure standards normally do not
permit the inclusion of information concerning “measured mineral resources”, “indicated mineral
resources” or “inferred mineral resources” or other descriptions of the amount of mineralization in
mineral deposits that do not constitute “reserves” by U.S., unless such information is required to be
disclosed by the law of the Company’s jurisdiction of incorporation or of a jurisdiction in which its
securities are traded. U.S. investors should also understand that “inferred mineral resources” have a
great amount of uncertainty as to their existence and great uncertainty as to their economic and legal
feasibility. Disclosure of “contained ounces” is permitted disclosure under Canadian regulations;
however, the SEC normally only permits issuers to report mineralization that does not constitute
“reserves” by SEC standards as in place tonnage and grade without reference to unit measures.
NEITHER THE TSX NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE
TSX EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS NEWS RELEASE
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