TSX Venture Exchange Symbol FNR
SASKATOON, SK, Sept. 30, 2020 /CNW/ - 49 North Resources
Inc. ("49 North" or the "Company") (TSXV: FNR)
announces the adjournment of the joint extraordinary meeting (the
"Debentureholder Meeting") of the holders of its 2015 2.5%
Convertible Senior Secured Debentures – Series 1 (the "Series 1
Senior Debentures"), the holders of its 2015 2.5% Convertible
Senior Secured Debentures – Series 2 (the "Series 2 Senior
Debentures", and together with the Series 1 Debentures, the
"Senior Debentures") and the holders of its 2015 2.5%
Convertible Subordinated Secured Debentures (the "Subordinated
Debentures", and together with the Senior Debentures, the
"Debentures"). The Debentureholder Meeting, which was
originally scheduled for, and convened on, September 28, 2020, was adjourned due to a lack
of requisite quorum of the Subordinated Debentures. Further, the
holders of a majority of the principal amount of the Senior
Debentures represented at the Debentureholder Meeting on
September 28, 2020 consented to an
adjournment, without conducting any other business.
In accordance with the trust indentures for the Debentures (the
"Indentures"), the Debentureholder Meeting was adjourned to
10:00 a.m. (Central Standard Time)
Friday, November 27, 2020 at the offices of the Company, 602
– 224 Fourth Avenue South, Saskatoon,
Saskatchewan (the "Adjourned Meeting").
The Indentures provide that quorum for the transaction of
business at a meeting of the holders of each of the Senior
Debentures and the Subordinated Debentures, respectively, is 25% of
the principal amount of the outstanding Senior Debentures or
Subordinated Debentures, as applicable. As at September 28, 2020 there were proxies
representing 8.79% of the total outstanding Subordinated Debentures
represented at the Debentureholder Meeting, with 82.82% of such
proxies voted in favour of the amendments to the Subordinate
Debentures. With respect to the Senior Debentures, 39.51% of
the outstanding Senior Debentures were represented at the
Debentureholder Meeting on September 28,
2020, with 50.87% of such proxies voted in favour of the
amendments to the Senior Debentures.
At the Adjourned Meeting to be held November 27, 2020, the trust indenture for the
Subordinated Debentures provides that the holders of the
Subordinated Debentures present at the Adjourned Meeting shall form
a quorum and may transact the business for which the
Debentureholder Meeting was originally convened, and an
extraordinary resolution proposed at the Adjourned Meeting and
passed by 66⅔% of the principal amount of Subordinated
Debentures represented at the Adjourned Meeting shall be a valid
and binding extraordinary resolution, notwithstanding that the
holders of at least 25% of the principal amount of the Subordinated
Debentures outstanding are not present at the Adjourned
Meeting.
The quorum and approval requirements for the Senior Debentures
shall remain the same at the Adjourned Meeting. Based on the
proxies voted as at September 28,
2020, the resolution to amend the terms of the Senior
Debentures will not be passed, and as a result the Company will
continue to be in default under the Debentures.
The record date for the adjourned Debentureholder Meeting
remains unchanged. Recorded holders of Debentures as of the close
of business on August 19, 2020 will
be entitled to vote at the Adjourned Meeting.
The Company's notice of meeting, management information circular
and form of proxy in respect of the adjourned Debentureholder
Meeting remain unchanged, except as noted herein. The Company has
elected to use notice-and-access provisions of applicable
securities law to deliver the meeting materials for the adjourned
Debentureholder Meeting, and holders of Debentures should reference
the notice previously delivered to them for direction on how to
access the meeting materials online or obtain a paper copy from the
Company.
Forms of proxy which have been duly submitted and were valid for
the Debentureholder Meeting will still be valid at the Adjourned
Meeting unless properly revoked.
The forms of proxy that accompanied the notice of meeting and
information circular which were sent to the holders of Debentures
can still be used for the Adjourned Meeting. Any holder of
Debentures who wishes to appoint a proxy to attend and vote at the
Adjourned Meeting and has not yet done so should note that a valid
form of proxy may now be received by Alliance Trust Company,
1010-407 Second Street SW, Calgary,
Alberta, T2P 2Y3, up to 10:00 a.m.
(Central Standard time) on Wednesday, November 25,
2020. Proxies received after this time may not be accepted;
however the chair of the Adjourned Meeting may determine, in his
sole discretion, to waive this deadline or to accept a proxy that
is delivered in person to the chair at the Adjourned Meeting as to
any matter in respect of which a vote has not already been
cast.
In light of ongoing concerns related to the spread of COVID-19,
and in order to mitigate potential risks to health and safety of
the holders of Debentures, employees and other stakeholders, 49
North is encouraging holders of Debentures and others not to attend
the Adjourned Meeting in person. Instead, we encourage you to vote
your Debentures prior to the meeting. Please refer to the "General
Proxy and Debentureholder Meeting Matters" section of the Company's
management information circular dated August
20, 2020 (the "Circular") for further
information.
Anyone who regards their physical attendance at the Adjourned
Meeting as essential is asked to contact 49 North at (306) 653-2692
so that appropriate measures can be put in place to facilitate
physical distancing and other precautions to ensure the health and
safety of all attendees. 49 North will follow the guidelines and
orders of the Provincial and Federal Public Health Authorities in
that regard, including those restricting the size of public
gatherings.
All debentureholder documents are available for download
on the Company homepage at: www.fnr.ca.
About 49 North Resources Inc.
49 North is a Saskatchewan
focused resource investment company. The Company's
diversified portfolio of assets includes investments in shares and
other securities of junior and intermediate mineral and oil and gas
exploration companies.
CAUTION REGARDING FORWARD LOOKING STATEMENTS
Information in this news release that is not a statement of
historical fact constitutes forward-looking information.
Forward-looking statements contained herein include statements
relating to any amendment to the terms of the Debentures,
any actions or approvals of the TSX Venture Exchange, the Trustee
or the applicable holders of Debentures with respect to amending
the Debentures. Forward-looking statements are based on
assumptions management believes to be reasonable at the time such
statements are made. There can be no assurance that such statements
will prove to be accurate, as actual results and future events
could differ materially from those anticipated in such statements.
Accordingly, readers should not place undue reliance on
forward-looking statements. Although the Company has attempted to
identify important factors that could cause actual results to
differ materially from those contained in forward-looking
statements, there may be other factors that cause results not to be
as anticipated, estimated or intended. Factors that may cause
actual results to differ materially from expected results described
in forward-looking statements include, but are not limited to:
the risk that any amendment to the Debentures may not be
approved by the TSX Venture Exchange, the Trustee or the applicable
holders of Debentures, the risk that the Trustee may take
enforcement action under the Senior Indenture and related security
agreements, uncertainties as a result of the global Covid-19
pandemic as well as those risk factors set out in the Company's
Management Discussion and Analysis and other disclosure documents
available under the Company's profile at www.sedar.com.
Forward-looking statements contained herein are made as of the date
of this news release and the Company disclaims any obligation to
update any forward-looking statements, whether as a result of new
information, future events or results or otherwise, except as
required by applicable securities laws.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
SOURCE 49 North Resources Inc.