Control for Valerie Gold heats up

Vancouver — The battle over control of Valerie Gold Resources (VLG-V) entered round two with Frank Lang, the president of company coming out swinging.

The fight commence earlier this week when a limited partnership called Valerie Good Corporate Governance tabled a dissent proxy circular aimed at removing Valerie Gold’s current board of directors at the Annual General Meeting slated for Jan.30. Atna Resources (ATN-T), which holds 750,000 shares or 6% of Valerie Gold’s stock, was subsequently identified as the financier for the proxy fight.

Lang states that Atna has already made two failed attempts at acquiring Valerie Gold over the past seven months.

“Atna Resources is behaving like a spurned suitor unable to cope with rejection,” says Lang.

In Valerie Gold’s latest press release, Lang questions the timing and the principals involved in the newly formed partnership.

“The Valerie Good Corporate Governance LP is a most curious partnership formed on Dec. 11,2001,” says Lang. “We wonder why James Dunnett and David Birkenshaw are named directors of the partnership that is being secretly funded by Atna and are the named proxy holders for the dissident group, but are not standing for election as directors of Valerie Gold.”

According to Lang, Dunnett was introduced to Valerie Gold last summer as Atna’s financial advisor relating to a proposed merger and that Birkenshaw has a history of taking over cash-rich companies.

“It appears he and his associates found the treasuries of those public companies most helpful in maintaining their personal life styles,” adds Lang.

Valerie Gold’s president points to Atlas Corporation, which he alleges was taken over by Birkenshaw in the early 1990’s. According to security and exchange commission filings from 1993 to 1996 Atlas posted losses of US$69 million and was delisted in 1997.

Atna denies that it is making a run at taking over Valerie Gold but is only concerned about its investment.

The dissident proxy circular sent out by the newly formed partnership to Valerie Gold shareholders describes the deterioration of Valerie’s balance sheet which has seen $22 million in losses and $17 million in property write downs over the past five years.

The partnerships main points of contention lies in the high administration-management charged to Valerie, as well as the company’s conflict of interest resulting from investments in related junior explorers.

Valerie Gold currently has about $5 million in cash and securities with14.5 million shares fully diluted. Atna Resources, as of Sept. 30,2001 had $8.6 million in cash and 25.2 million fully diluted shares.