Levon Securityholders Approve Arrangement
July 26 2019 - 2:51PM
Levon Resources Ltd. (TSX:LVN) (OTCQX:LVNVF)
(“
Levon”) is pleased to announce the voting
results from its special meeting of securityholders (the
“
Meeting”) held earlier today concerning the
arrangement agreement between Levon and Discovery Metals Corp.
(“
Discovery”) (TSXV: DSV).
At the Meeting, holders of Levon common shares
(each, a “Levon Shareholder”), warrants and
options (collectively, “Levon Securityholders”)
were asked to consider and, if deemed advisable, pass a special
resolution (the “Arrangement Resolution”)
approving a plan of arrangement under section 288 of the Business
Corporations Act (British Columbia) whereby, among other things:
(a) Levon Shareholders will receive, for each common share of Levon
(each, a “Levon Share”) held, 0.55 of a Discovery
common share; and (b) Levon will be amalgamated with a wholly-owned
subsidiary of Discovery and Discovery will indirectly acquire all
of the issued and outstanding Levon Shares (the
“Arrangement”).
The Arrangement Resolution was approved
overwhelmingly by Levon Securityholders eligible to vote at the
Meeting or by proxy as follows:
- In respect of all votes cast by Levon Shareholders only, the
Arrangement Resolution was approved by approximately 76.85% of the
total votes cast;
- In respect of all votes cast by Levon Securityholders voting
together as a single class, the Arrangement Resolution was approved
by approximately 81.15% of the total votes cast; and
- In respect of all votes cast by Levon Securityholders, other
than those required to be excluded pursuant to Multilateral
Instrument 61-101 - Protection of Minority Security Holders in
Special Transactions (“MI 61-101”), the
Arrangement Resolution was approved by approximately 80.45% of the
total votes cast.
The Arrangement Resolution required the approval
of (a) at least 66 2/3% of the votes cast on the Arrangement
Resolution by the Levon Shareholders; and (b) at least 66 2/3% of
the votes cast on the Arrangement Resolution by the Levon
Securityholders, voting together as a single class; and (c) subject
to the simple majority of the votes cast on the Arrangement
Resolution excluding the votes for Levon Shares held or controlled
by “interested parties” as defined under MI 61-101.
Levon intends to apply for a final order from
the British Columbia Supreme Court with respect to the Arrangement
(the “Court Order”) on July 31, 2019. Closing of
the Arrangement remains subject to customary closing conditions,
including the aforementioned Court Order. Assuming the satisfaction
of these closing conditions, the Arrangement is expected to be
completed on or about August 2, 2019.
About Levon Resources Ltd.
Levon is exploring one of the world's largest
silver resources at the company's 100%-owned Cordero Project in
northwest Mexico. The 37,000- hectare property covers an entire
porphyry district that hosts previously announced resources (see
Levon’s April 18, 2018 press release) and numerous exploration
targets for bulk tonnage diatreme hosted, porphyry style, and
carbonate replacement mineral deposits.
For more information on Levon, please visit our
website at www.levon.com.
For further information, contact the Company’s
investor relations directly at 604-682-2991, or the main office
number at 778-379-0040.
ON BEHALF OF THE BOARD
“Vic Chevillon”
_____________________________
Vic Chevillon, Interim CEO and President
Neither TSX nor its Regulation Services Provider
(as that term is defined in the policies of the TSX) accepts
responsibility for the adequacy or accuracy of this release.
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