Goldstrike Announces Shareholder Meeting to Approve Previously Announced Plan of Arrangement
June 26 2018 - 6:45AM
Goldstrike Resources Ltd.
("
Goldstrike" or the "
Company")
(GSR.V) is pleased to announce that the Supreme Court of British
Columbia (the "
Court") has issued an interim order
authorizing, among other things, a special meeting (the
"
Meeting") of the holders of all of the issued and
outstanding common shares of the Company (the "
Goldstrike
Shares") to seek approval for a plan of arrangement (the
"
Arrangement") under the Business Corporations Act
(British Columbia), which was previously announced by the Company
in its news release dated May 16, 2018. Pursuant to the
Arrangement, among other things:
- Luckystrike Resources Ltd. ("Luckystrike"), a
wholly-owned subsidiary of the Company, will indirectly acquire the
Company's six 100% owned White Gold District properties, being the
Lucky Strike, Hotspot, Bull's Eye, BRC, Gold Source and King's
Ransom properties;
- Goldstrike shareholders will receive one common share of
Luckystrike (a "Luckystrike Share") for every
seven Goldstrike Shares held; and
- Holders of Goldstrike options and warrants will exchange such
securities for new options and warrants of Goldstrike and
Luckystrike, which are exercisable into shares of such companies on
their existing terms, with necessary adjustments for the
Arrangement based on the proportionate value of the White Gold
District properties.
In connection with the Arrangement, Luckystrike will apply for
the Luckystrike Shares to be listed on the TSX Venture Exchange
(the "Exchange") and any such listing will be
subject to Luckystrike fulfilling all of the requirements of the
Exchange. The closing of the Arrangement is conditional upon the
Exchange approving the listing of the Luckystrike Shares.
The Meeting is currently scheduled to be held on
July 26, 2018 at 10:00 a.m. (Vancouver time) at 1000 Cathedral
Place, 925 West Georgia Street, Vancouver, British Columbia, and
the record date for determining registered shareholders entitled to
receive notice of and attend and vote at the Meeting is June 14,
2018.
The board of directors of Goldstrike has
determined that the Arrangement is in the best interests of
Goldstrike for the following reasons, among others:
- The separation of the White Gold District properties into a
separate public company is expected to position such assets to be
valued on a standalone basis, which Goldstrike believes will
potentially unlock value for the Goldstrike
shareholders;
- The transaction will allow Goldstrike's management to focus
their efforts on its existing strategic partnership with Newmont
Mining Corporation on the Plateau Project, Yukon, with
Luckystrike's management focused on the exploration and development
of the White Gold District properties;
- As a result of concurrent financings, Luckystrike is expected
to have a strong balance sheet and be well-positioned to carry out
exploration and development of the White Gold District properties;
and
- The transaction provides Goldstrike shareholders the
optionality of participating in both Goldstrike and
Luckystrike.
The Arrangement is being carried out pursuant to
an arrangement agreement (the "Arrangement
Agreement") dated May 15, 2018 between the Company and
Luckystrike, and is subject to customary conditions, including,
among other things, the receipt of requisite Court approval and the
approval of at least 662/3% of the votes cast by shareholders
present in person, or by proxy, and entitled to vote at the
Meeting. If such conditions are satisfied, the Company anticipates
that the Arrangement will be completed on or about July 31, 2018.
If the Arrangement is approved by shareholders at the Meeting, the
Company will attend a hearing before the Court, currently scheduled
for July 30, 2018, to ask the Court to grant a final order in
respect of the Arrangement.
Details regarding the terms of the Arrangement
are set out in the Arrangement Agreement and management information
circular to be sent to holders of Goldstrike Shares in connection
with the Meeting (the "Circular"), each of which
will be available under the Company's profile on SEDAR at
www.sedar.com. Shareholders are urged to carefully review the
Circular and accompanying materials as they contain important
information regarding the Arrangement and its consequences for
shareholders.
Shareholders are urged to consult their
financial and tax advisors regarding the particular consequences of
the Arrangement in their situation, including, without limitation,
the applicability and effect of any federal, state, local and
foreign tax laws.
ON BEHALF OF THE BOARD
Terrence E. KingChairman, President andChief
Executive Officer
For new information from the Company's programs,
please visit Goldstrike's website at GoldstrikeResources.com or
contact Jeff Stuart of King James Capital Corporation, handling
Investor Relations for the Goldstrike, by telephone at (604)
210-2150 or by email at jstuart@kingjamescapital.com.
Neither the 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.
Forward-Looking Statements
Statements contained in this news release that
are not historical facts are “forward-looking information” or
“forward-looking statements” (collectively, “Forward-Looking
Information”) within the meaning of applicable Canadian securities
legislation. Forward-Looking Information includes, but is not
limited to, the timing and completion of the Arrangement and
proposed financings of Luckystrike, the satisfaction of the
conditions under the Agreement and the expected benefits of the
Arrangement. In certain cases, Forward-Looking Information can be
identified by the use of words and phrases such as “anticipates”,
“expects”, “understanding”, “has agreed to” or variations of such
words and phrases or statements that certain actions, events or
results “would”, “occur” or “be achieved”. Although Goldstrike has
attempted to identify important factors and risks that could affect
Goldstrike and may cause actual actions, events or results to
differ materially from those described in Forward-Looking
Information, there may be other factors and risks that cause
actions, events or results not to be as anticipated, estimated or
intended, including, without limitation: not receiving the
requisite shareholder or regulatory approvals for completion of the
Arrangement or otherwise satisfying the conditions thereto; failure
to complete the proposed financings on acceptable terms or at all;
inherent risks involved in the exploration and development of
mineral properties; the uncertainties involved in interpreting
drill results and other exploration data; the potential for delays
in exploration or development activities; the geology, grade and
continuity of mineral deposits; the possibility that future
exploration, development or mining results will not be consistent
with Goldstrike’s expectations; accidents, equipment breakdowns,
title and permitting matters; labour disputes or other
unanticipated difficulties with or interruptions in operations;
fluctuating metal prices; unanticipated costs and expenses;
uncertainties relating to the availability and costs of financing
needed in the future, including to fund any exploration programs on
its projects; that Goldstrike may not be able to confirm historical
exploration results and other risks set forth in Goldstrike's
public filings at www.sedar.com. In making the forward-looking
statements in this news release, Goldstrike has applied several
material assumptions, including the assumption that general
business and economic conditions will not change in a materially
adverse manner. There can be no assurance that Forward-Looking
Information 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 Information. Except as required by law, Goldstrike
does not assume any obligation to release publicly any revisions to
Forward-Looking Information contained in this news release to
reflect events or circumstances after the date hereof or to reflect
the occurrence of unanticipated events.
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