/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
VANCOUVER, Feb. 25, 2020 /CNW/ - Golden Queen Mining
Consolidated Ltd. (NEX:GQM.H; OTCQB:GQMND) (the
"Company" or "Golden
Queen") has filed and is mailing materials for the
special meeting (the "Special Meeting") of Golden Queen shareholders (the "Golden Queen
Shareholders") to be held in connection with the proposed plan
of arrangement with Falco Resources Ltd. ("Falco"), as
previously announced on February 11,
2020. Materials for the Special Meeting, including the
management information circular, have now been filed at
www.sedar.com and at www.sec.gov and are available on the Company's
website at www.goldenqueen.com.
The Arrangement
At the Special Meeting, Golden Queen Shareholders will be asked
to consider and vote upon a proposed plan of arrangement (the
"Arrangement") between Golden
Queen and Falco pursuant to which Falco will acquire all of
the issued and outstanding common shares of Golden Queen (the "Golden Queen Shares").
Each Golden Queen Shareholder will be entitled to receive 1.18
Falco common shares (each whole share, a "Falco Share") for each Golden Queen Share held. The Arrangement is an
arm's length transaction within the meaning of applicable
securities laws. However, Bryan A.
Coates is director of both Golden
Queen and Falco. As such, the Arrangement is deemed a
non-arm's length transaction pursuant to the TSX Venture Exchange's
policies.
The disinterested members of the
Golden Queen Board of Directors UNANIMOUSLY
recommend that Golden Queen
Shareholders vote IN FAVOUR of
the proposed Arrangement
Your vote is important regardless of the number of shares you
own. As a shareholder, it is very important that you read
the management information circular and related materials with
respect to the Special Meeting carefully and then
vote your Golden Queen Shares. You are eligible to vote your Golden
Queen Shares if you were a shareholder of record at the close of
business on February 18, 2020. You
may vote in person at the Special Meeting or by proxy.
Golden Queen Shareholder Meeting
The Special Meeting will be held on
Tuesday, March 24, 2020 at
10:00 a.m. (PST), at the offices of Blake, Cassels &
Graydon LLP, Suite 2600, 595 Burrard Street, Vancouver, British Columbia, where Golden
Queen Shareholders will be asked to consider and vote on the
Arrangement.
Caution with Respect to Forward-Looking Statements:
Except for statements of historical fact contained herein,
the information in this press release includes certain
"forward-looking information" or "forward-looking statements"
within the meaning of applicable Canadian and US securities
legislation. Forward-looking statements can generally be identified
by the use of forward-looking terminology such as "expects",
"will", "will continue to", or similar terminology. Forward-looking
statements include, but are not limited to, statements related to
the timing and completion of the Arrangement, the ability of the
Company to consummate the Arrangement on the terms of the
Arrangement agreement, the receipt of necessary approvals including
shareholder, court, stock exchange, regulatory and other third
party approvals and the anticipated benefits of the Arrangement.
There can be no assurance that such statements will prove to be
accurate, and actual results and future events could differ
materially from those anticipated in such statements.
Forward-looking information is based on reasonable assumptions that
have been made by the Company as at the date of such information
and is subject to known and unknown risks, uncertainties and other
factors that may cause the actual results, level of activity,
performance or achievements of the Company to differ materially
from statements in this press release regarding our intentions
including, without limitation, risks and uncertainties disclosed in
the section entitled "Risk Factors" contained in our management
information circular as well as in our Annual Report on Form 10-K
for the year ended December 31, 2018.
Investors are cautioned that forward-looking statements are not
guarantees of future performance and, accordingly, investors should
not put undue reliance on forward-looking statements. Any forward
looking statement made by the Company in the press release is based
only on information currently available to us and speaks only as of
the date on which it is made. The Company does not undertake to
update any forward-looking information that is contained or
incorporated by reference herein, except in accordance with
applicable securities laws.
SOURCE Golden Queen Mining Consolidated Ltd.