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Canadian Royalties Mails Notice of Redemption to Holders of its 7% Convertible Senior Unsecured Debentures Due March 31, 2015 a

^{Published on 2009-12-10 15:47:05 - Market Wire}
 

MONTREAL, QUEBEC--(Marketwire - Dec. 10, 2009) - Canadian Royalties Inc. (the "Company", or "Canadian Royalties", TSX symbol: CZZ and CZZ.DB) (TSX:CZZ) today announced that it has mailed a notice of redemption ("Redemption Notice") to holders of its 7% Convertible Senior Unsecured Debentures Due March 31, 2015 (the "Debentures") in accordance with Section 3.4 of the Indenture dated March 18, 2008, as amended pursuant to an extraordinary resolution of debentureholders effective November 10, 2009, between the Company and Computershare Trust Company of Canada, as trustee (the "Indenture Trustee"). Pursuant to the Redemption Notice, the Debentures will be redeemed (the "Redemption") at a redemption price of $817.27 for each $1,000 principal amount of Debentures, being equal to the aggregate of (i) $800 and (ii) all accrued and unpaid interest thereon to but excluding the Redemption Date (collectively, the "Redemption Amount").

The redemption date for the Debentures is December 29, 2009. A total of $37,589,000 principal amount of Debentures will be redeemed (being the principal amount of Debentures held by holders other than Jien Canada Mining Ltd. ("Jien Canada")). The Redemption Amount is payable upon presentation and surrender of the Debentures to the Indenture Trustee. Jien Canada, on behalf of Canadian Royalties, will be depositing with the Indenture Trustee an amount sufficient to pay and discharge the entire indebtedness on all outstanding Debentures and all accrued and unpaid interest thereon to but excluding the Redemption Date.

Upon completion of the Redemption, Jien Canada intends to cause Canadian Royalties to delist the Debentures from the Toronto Stock Exchange. The details concerning the terms and conditions of the redemption are fully described in the Redemption Notice mailed today to registered debentureholders of the Company. This press release is not a notice of redemption. The redemption is solely made pursuant to the Redemption Notice.

Canadian Royalties also confirms it has obtained an Interim Order of the Supreme Court of British Columbia providing for, among other things, the holding of a meeting of the shareholders of Canadian Royalties ("Shareholders") to approve the previously announced plan of arrangement under the Canada Business Corporations Act (the "Arrangement") involving the Company, Jien Canada and the Shareholders.

The previously announced special meeting of the Shareholders will be held in respect of the Arrangement on Thursday, December 31, 2009 at 10:00 a.m. (Vancouver time). The Company has mailed an Information Circular, Proxy and Letter of Transmittal respecting the meeting to the Shareholders which is also available for viewing electronically under the Company's profile on SEDAR at [ www.sedar.com ].

Pursuant to the Arrangement, Jien Canada will acquire each of the issued and outstanding shares of the Company, not currently held by Jien Canada, in exchange for $0.80 in cash.

Completion of the Arrangement is subject to certain conditions, including the approval of the Shareholders, the final approval of the Supreme Court of British Columbia and receipt of all applicable regulatory approvals. Jien Canada holds a sufficient number of shares of the Company to approve the Arrangement at the special meeting.

If all necessary approvals are obtained and the conditions to the completion of the Arrangement are satisfied or waived, the Company anticipates that the Arrangement will become effective on or about January 11, 2009.

Upon completion of the Arrangement, Jien Canada intends to de-list the shares of Canadian Royalties from the Toronto Stock Exchange and cause Canadian Royalties to cease as a reporting issuer in each province of Canada where it is currently a reporting issuer.

About Canadian Royalties and the Nunavik Nickel Project

Canadian Royalties, based in Val-d'Or - Quebec, is a mineral exploration company whose principal active area is along the South Trend located in the Raglan mining district of Northern Quebec's Nunavik Region. Since 2001, the Company has discovered and delineated several potentially mineable nickel-copper-cobalt-platinum-palladium-gold deposits which collectively form the Nunavik Nickel Project (the "Project"). The Company has completed a Bankable Feasibility Study and has received its Environmental Certificate of Authorization; it has also received mine leases for four sites, namely the Ivakkak, Mequillon, Expo, and Mesamax deposits. An Impact and Benefits Agreement ("IBA") has been entered into between the Company, three (3) Inuit communities, and Makivik Corporation, the non profit legal representative of the Inuit; the IBA constitutes the Company's formal commitment to ensure a fair and sustainable distribution of the economic benefits stemming from the Project. Development of the Project was initiated in 2007; the Project was subsequently put on care and maintenance as a result of the 2008 financial crisis.

Forward-looking Statement

This news release contains certain forward-looking statements or forward-looking information including statements relating to the redemption of the Debentures and the Arrangement. These forward-looking statements are subject to a variety of risks and uncertainties beyond the Company's ability and control, which could cause actual events or results to differ materially from those anticipated in such forward-looking statements. Some of these risks and uncertainties are identified and disclosed under the heading "Risk Factors" in the Company's Annual Information Form for the year ended December 31, 2008. Accordingly, all of the forward-looking information contained in this press release is qualified by this cautionary statement and there can be no assurance that actual results or developments anticipated by the Company, as expressed or implied by the forward-looking information, will be realized or, even if substantially realized, that they will have the expected consequences to or effects on the Company or its business operations,. All forward-looking statements speak only as of the date of this news release and the Company does not undertake any obligation to update or publicly disclose any revisions to such forward-looking statements to reflect events, circumstances or changes in expectations after the date hereof, except as required by applicable securities law. Accordingly, readers should not place undue reliance on forward-looking statements.