UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16
OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of December, 2012
Commission File Number: 000-54149
Bridgeport Ventures Inc.
(Translation of registrant's name into English)
1000 - 36 Toronto Street, Toronto, Ontario M5C 2C5
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
[ x ] Form 20-F [ ] Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
SUBMITTED HEREWITH
Exhibits
| 99.1 | Report of voting results | |
| 99.2 | News release November 30, 2012 | |
| 99.3 | Security holders documents |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| BRIDGEPORT VENTURES INC. | ||
| (Registrant) | ||
| Date: December 26, 2012 | By: | /s/ Shaun Drake |
| Shaun Drake | ||
| Title: | Corporate Secretary | |
| BRIDGEPORT VENTURES INC. |
November 30, 2012
British Columbia Securities Commission
Alberta Securities
Commission
Saskatchewan Financial Services Commission, Securities Division
The Manitoba Securities Commission
Ontario Securities Commission
Office of the Administrator of the Securities Act, New Brunswick
Nova
Scotia Securities Commission
Registrar of Securities, Prince Edward Island
Securities Commission of Newfoundland and Labrador
Dear Sirs:
| Re: | Bridgeport Ventures Inc. |
| Report of Voting Results pursuant to section 11.3 of National Instrument 51-102 - | |
| Continuous Disclosure Obligations |
Following the annual and special meeting of shareholders of Bridgeport Ventures Inc., held on November 30, 2012 (the “Meeting”), and in accordance with section 11.3 of NI51-102, we hereby advise you of the following voting results obtained at the Meeting:
| Item Voted Upon | Voting Result |
| 1. Election of Directors. | * The nominees proposed by management were elected by shareholders on a show of hands. |
| 2. Appointment of McGovern, Hurley, Cunningham, LLP, Chartered Accountants as the Corporation’s auditors. | * McGovern, Hurley, Cunningham, LLP, Chartered Accountants were elected as auditors by shareholders on a show of hands. |
| 3. Approval of the Arrangement Resolution. | * The Arrangement Resolution was unanimously approved by shareholders and eligible warrantholders on a vote taken by ballot. |
| 4. Approval of a Share Incentive Plan Resolution. | * The Share Incentive Plan Resolution was approved by shareholders on a show of hands. |
| 5. Approval of Option Replacement Resolution. | * The Option Replacement Resolution was approved by shareholders on a show of hands. |
Trusting the whole is to your satisfaction, we remain,
Yours truly,
BRIDGEPORT VENTURES INC.
“Shastri Ramnath”
Per:
Shastri
Ramnath
President
& Chief Executive Officer
BRIDGEPORT VENTURES
SECURITYHOLDERS
APPROVE PLAN OF ARRANGEMENT
November 30, 2012 – PREMIER GOLD MINES LIMITED (PG:TSX) (“Premier Gold”) and BRIDGEPORT VENTURES INC. (BPV:TSX) (“Bridgeport”) are pleased to announce that at the annual and special meeting of the Bridgeport securityholders (the “Securityholders”) held today, the Securityholders overwhelmingly approved the previously announced plan of arrangement (the “Arrangement”) whereby Bridgeport will acquire Premier Gold’s wholly-owned subsidiary, Premier Royalty Corporation (“Premier Royalty”).
The resolution approving the Arrangement was unanimously approved by the votes cast by Bridgeport shareholders present in person or represented by proxy at the meeting, and unanimously approved by votes cast by Bridgeport shareholders and eligible Bridgeport warrantholders (voting together as a single class) present in person or represented by proxy at the meeting.
The listing of the securities of the resulting issuer has been conditionally approved by the Toronto Stock Exchange. The Arrangement remains subject to, among other things, the final approval of the Ontario Superior Court of Justice. The hearing for the final court order to approve the Arrangement is scheduled to take place on December 3, 2012, with the effective date of the Arrangement expected to occur on or about December 4, 2012.
Full details regarding the terms of the Arrangement are set out in the management information circular of Bridgeport dated October 31, 2012 which is available on SEDAR at www.sedar.com. Further details of the Arrangement are disclosed in the August 8, 2012 joint news release also available on SEDAR.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, or applicable state securities laws, and may not be offered or sold in the United States absent registration or an exemption from such registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Premier Gold Mines Limited and Premier Royalty Corporation
Premier Royalty Corporation is a wholly-owned subsidiary of Premier Gold Mines Limited, one of North America’s leading exploration and development companies with a high-quality pipeline of projects focused in proven, safe and accessible mining jurisdictions in Canada and the United States. Premier Gold’s portfolio includes significant assets in world class gold mining districts including Red Lake, Musselwhite and Geraldton in Ontario and the Carlin and Battle Mountain Trends in Nevada. Premier Gold believes that the consolidation of existing royalties owned by Premier Gold combined with the acquisition of other high quality cash flowing royalty assets into Premier Royalty will form the basis of a transaction that is value accretive to Premier Gold shareholders.
About Bridgeport Ventures Inc.
Bridgeport Ventures Inc. is a Canadian mineral exploration company with operations in the Americas. Its strong technical team with global experience has a solid record of discovery and a proven history of mining success.
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FOR FURTHER INFORMATION PLEASE CONTACT:
| Ewan Downie, President & CEO | Abraham Drost, P.Geo., President & CEO |
| Premier Gold Mines Limited | Premier Royalty Corporation |
| Phone: 807-346-1390 | |
| Fax: 807-346-1381 | |
| e-mail: info@premiergoldmines.com | |
| Web Site: www.premiergoldmines.com | |
| Ms. Shastri Ramnath, P.Geo., President and CEO | |
| Bridgeport Ventures Inc. | |
| Phone: (416) 603-4040 | |
| e-mail: info@bridgeportventures.net | |
| Web Site: www.bridgeportventures.net |
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release includes certain information that may constitute “forward-looking information” under applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the anticipated closing of the Arrangement. Forward-looking information is necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information, including the risks identified in Premier Gold’s annual information form under the heading “Risk Factors” and in Bridgeport’s management’s discussion and analysis. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. All forward-looking information contained in this news release is given as of the date hereof and is based upon the opinions and estimates of management and information available to management as at the date hereof. Premier Gold, Premier Royalty and Bridgeport each disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.