VANCOUVER, BC and TORONTO, July 31,
2024 /CNW/ - Silvercorp Metals Inc.
("Silvercorp") (TSX: SVM) (NYSE American: SVM) and Adventus
Mining Corporation ("Adventus") (TSXV: ADZN) (OTCQX: ADVZF) are
pleased to announce, further to the news releases of Silvercorp and
Adventus dated April 26, 2024 and
July 31, 2024, the completion of
Silvercorp's previously announced acquisition of all of the
outstanding common shares of Adventus ("Adventus Shares")
effective as of 12:01 a.m. (the
"Effective Time") today by way of a statutory plan of
arrangement under the provisions of the Canada Business
Corporations Act (the "Arrangement").
Under the terms of the Arrangement, each former shareholder of
Adventus, other than Silvercorp, is entitled to receive 0.1015 of
one Silvercorp common share (a "Silvercorp Share") for each
Adventus Share (the "Exchange Ratio"). All outstanding
Adventus stock options and warrants are now exercisable for
Silvercorp Shares, with the number of Silvercorp Shares issuable on
exercise and the exercise price adjusted in accordance with the
Exchange Ratio. All outstanding Adventus restricted share units
vested as of the Effective Time and have been settled in cash,
funded by Silvercorp through Adventus.
With the Arrangement now complete, Adventus intends to cause the
Adventus Shares to be delisted from the TSX Venture Exchange as
soon as reasonably practicable following the closing of the
Arrangement. In connection therewith, Adventus intends to submit an
application to the applicable securities regulators to cease to be
a reporting issuer and to terminate its public reporting
obligations. Adventus' President and CEO, Christian Kargl-Simard, and Frances Kwong, CFO and Corporate Secretary, have
agreed to stay on in consultancy roles for a transition period
post-closing.
Further details regarding the Arrangement are set out in
Adventus' management information circular dated May 21, 2024 which is available on SEDAR+
(www.sedarplus.ca) under Adventus' issuer profile.
Neither TSX Venture Exchange nor its Regulation Services
Provider accepts responsibility for the adequacy or accuracy of
this release
CAUTIONARY DISCLAIMER - FORWARD LOOKING
STATEMENTS
This news release includes "forward-looking statements"
within the meaning of the United States Private Securities
Litigation Reform Act of 1995 and "forward-looking information"
within the meaning of applicable securities laws relating to, among
other things, statements with respect to the delisting of the
Adventus Shares and Adventus applying to cease to be a reporting
issuer. Forward-looking information may in some cases be identified
by words such as "will", "anticipates", "expects", "intends" and
similar expressions suggesting future events or future
performance.
We caution that all forward-looking information is inherently
subject to change and uncertainty and that actual results may
differ materially from those expressed or implied by the
forward-looking information. Without limiting the foregoing,
the Project and its prospects could be materially affected by the
Appeal or subsequent developments in the litigation concerning the
Project. Accordingly, we warn investors to exercise caution
when considering statements containing forward-looking information
and that it would be unreasonable to rely on such statements as
creating legal rights regarding our future results or plans. We
cannot guarantee that any forward-looking information will
materialize and you are cautioned not to place undue reliance on
this forward-looking information. Any forward-looking information
contained in this news release represent expectations as of the
date of this news release and are subject to change after such
date. However, we are under no obligation (and we expressly
disclaim any such obligation) to update or alter any statements
containing forward-looking information, the factors or assumptions
underlying them, whether as a result of new information, future
events or otherwise, except as required by law. All of the
forward-looking information in this news release is qualified by
the cautionary statements herein.
A comprehensive discussion of other risks that impact
Silvercorp and Adventus can also be found in their public reports
and filings which are available under their respective profiles
at www.sedarplus.ca.
SOURCE Adventus Mining Corporation