Mawson, Darwin complete reorganization

Mawson Resources (TSE:MAW) and Darwin Resources (CVE:DAR) Monday completed their plan of arrangement as part of the reorganization of the business and capital of Mawson.

The transaction is part of Mawson's plan to restructure its business into two separate public companies, allowing Mawson to focus on the development of its flagship Rompas gold property in Finland.

Darwin will own a portfolio of early stage copper-gold Peruvian assets, which include the Alto Quemado, Huatiapa, Carrizales,

Vicunas and Luminaria projects, also giving Darwin ownership of one of the strongest exploration databases in Peru.

Prior to April 31, Darwin closed a private placement of 8.75 million subscription receipts for total gross proceeds of $3.5 million.

Each subscription receipt was deemed exercised as at midnight on April 30 into units of Darwin as a step in the arrangement.

Each unit is comprised of one Darwin share and one-half of one warrant of Darwin. Each whole warrant is exercisable into one Darwin share at a price of C$0.60 per Darwin share until April 30, 2014.

As of Monday, Darwin had working capital of approximately $4.4 million.

The Darwin shares have been conditionally approved for listing on the TSX Venture Exchange and it is anticipated they will commence trading on the TSX-V under the symbol "DAR" on May 2.

The old Mawson shares will continue to trade until close on May 2, 2012. At the start of trading on May 3, it is expected that the old Mawson shares will be delisted from the Toronto Stock Exchange, and the new Mawson shares will commence trading as common shares of Mawson under the symbol "MAW", in substitution for the old Mawson shares.

The substitutional listing of the new Mawson shares on the TSX and the listing of the Darwin shares on the TSX-V remain subject to the final approval of the TSX and TSX-V, respectively.