News & Press Releases

Batero Gold Corp. Commences Offer To Acquire CB Gold Inc.

Toronto, Ontario and Vancouver, British Colombia, August 11, 2015

Batero Gold Corp. ("Batero") (TSX-V: BAT) and CB Gold Inc. ("CB Gold") (TSX-V: CBJ) are pleased to announce that Batero formally commenced its takeover bid (the "Batero Offer") to acquire all of the issued and outstanding shares of CB Gold (the "CBJ Common Shares") in exchange for cash plus common shares of Batero. Under the terms of the Batero Offer, each CBJ Common Share will be exchanged for 0.3056 of a Batero common share (each whole share, a "Batero Common Share") plus $0.0275 in cash. The Batero Offer will remain open until 5:00 p.m. (Vancouver time) on September 16, 2015 ("Expiry Time"), unless withdrawn or extended.

The Batero Offer provides cash and superior value to CB Gold shareholders ("CB Gold Shareholders"), when compared to the hostile offer from Red Eagle Mining Corp. ("Red Eagle").

Reasons to Accept the Batero Offer

  • Significant Premium — The Batero Offer implies a value per CBJ Common Share of approximately $0.05, which represents a 44% premium to CBJ Common Shares and a premium of 9% over the implied value of the Red Eagle offer, based on the July 23, 2015 closing prices.
  • Increased Value Certainty — The 55% cash component of the Batero Offer provides CB Gold Shareholders increased certainty in the value of the transaction. There is no cash component to the Red Eagle offer.
  • Creating a Well Capitalized Company — CB Gold Shareholders will participate in one of the best funded exploration companies in Colombia. Batero had cash and cash equivalents of $12,036,106 as of May 31, 2015.
  • Unique Technical Expertise — The combined company will benefit from Consorcio Minero Horizonte, which produces in excess of 230,000 ounces of gold per year.
  • Unanimous Recommendation — CB Gold's board unanimously recommends that shareholders accept the Batero Offer and reject the Red Eagle offer.
  • Support of Shareholders — 19.5% of CBJ Common Shares committed through lock-up agreements. Combined with Batero holdings, 24.4% committed to the Batero Offer.

Fabio Capponi, President and CEO of CB Gold stated: "We are delighted with the Batero Offer which is clearly superior to the opportunistic and hostile offer from Red Eagle. The Batero Offer provides CB Gold's shareholders with a better premium, significant cash value, and superior development prospects of the Vetas Gold Project."

Roger Moss, President and CEO of Batero Gold stated: "We are excited to achieve this milestone and formally commence our bid for CB Gold and the Vetas project. Our strategic alliance with Consorcio Minero Horizonte will enable us to advance the Vetas project in a timely manner."

How to Tender CB Gold Common Shares

Contact Kingsdale Shareholder Services:
North American Toll-Free: 1-866-581-0506
Collect Calls: 416-867-2272
Email: contactus@kingsdaleshareholder.com

About Batero

Batero is a precious and base metals exploration and development company focused on moving the La Cumbre oxide deposit toward a production decision. Common shares trade on the TSX Venture Exchange under the symbol "BAT".

About CB Gold

CB Gold is a mineral exploration company headquartered in Vancouver, British Columbia. The Vetas Gold Project consists of existing mines and exploration concessions in Colombia.

Neither the 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.