AFRICAN QUEEN AND XORTX PHARMA TERMINATE PROPOSED MERGER TRANSACTION
Vancouver, British Columbia — AFRICAN QUEEN MINES LTD. (the “Company”) announces that it has entered into a Termination Agreement with XORTX Pharma Corp. (“XORTX”) to terminate by mutual agreement its acquisition of all of the outstanding shares of XORTX and the related transactions which would have resulted in the consolidation of the companies in a transaction characterized as a reverse take-over (RTO). Accordingly, the Letter Agreement dated March 2, 2014, as amended March 18, 2014, April 15, 2014 and May 31, 2014, among the Company, XORTX, Dr. Allen Davidoff and Irwin Olian has been terminated, with the exception of certain provisions related to confidentiality and payment of expenses. The consolidation of the companies was terminated due to failure to meet the financing condition specified in said Letter Agreement, which required a minimum of $3 Million to be raised in a related private placement for the transaction to be consummated.
As a result of the aforesaid termination, the Company has now cancelled its Special Meeting of Shareholders scheduled to be held on August 1, 2014. The purpose of said Special Meeting was to seek the approval of the Company’s shareholders of its acquisition of XORTX and the related transactions.
The Company will now move forward independently and will refocus its efforts on realizing value from its portfolio of exploration properties in Africa through potential sales, joint ventures, development and mining activities. Management believes its properties are highly prospective and remain significant assets with the potential to add shareholder value. Trading in the Company’s shares on the TSX Venture Exchange (the “Exchange”) has been halted in accordance with applicable policies of the Exchange following announcement of the proposed transaction with XORTX in March, 2014. Management will take steps to request a resumption in trading in the Company’s shares in accordance with Exchange policies as soon as practicable.