Annual Special Meeting Results – 99.76% of Shareholders Voting Approve Sale of Lomiko Technologies
December 02 2019 - 8:00AM
Lomiko Metals Inc. (the “Company”) (TSX-V: LMR, OTC: LMRMF, FSE:
DH8C) is pleased to announce that on November 29,
2019 it held its Annual General and Special Meeting of Shareholders
(the “Meeting”). A total of 32,423,014 common shares
(43.23% of the outstanding common shares) were represented at the
Meeting in person or proxy.
1. Number of
Directors
The number of Directors to be set at four (4) was approved by
resolution passed by a vote by ballot with 26,771,300 (98.07%)
total votes cast “FOR” and 527,137 (1.93%) votes cast
“AGAINST”.
2. Election of
Directors
Each of the following individuals were elected as
directors of the Company as approved by a vote by ballot, for a
term expiring at the conclusion of the next annual meeting of
shareholders of the Company or until their successors are elected
or appointed, as follows:
Name |
Votes
“For” (%) |
Votes
“Withheld” (%) |
A. Paul Gill |
26,547,134
(98.07%) |
751,297
(2.75%) |
Jacqueline Michael |
26,963,004
(98.77%) |
335,427
(1.23%) |
Julius Galik |
27,048,046
(99.08%) |
250,385
(0.92%) |
Gabriel Erdelyi |
27,047,530
(99.08%) |
250,901
(0.92%) |
3.
Appointment of Auditor
The appointment of Dale Matheson Carr-Hilton Labonte LLP,
Chartered Professional Accountants, as the auditors of the Company,
the authorization for the directors to fix the remuneration to be
paid to the auditors and the change of auditors from Galloway,
Botteselle & Company, Chartered Professional Accountants, to
Dale Matheson Carr-Hilton Labonte LLP, Chartered Professional
Accountants which became effective February 8, 2018 was approved by
a resolution passed by a vote by ballot, with 32,380,390 (99.88%)
total votes cast “FOR” and 39,557 (0.12%) total votes
“WITHHELD”.
4.
2019 Stock Option Plan
The 2019 Stock Option Incentive Plan was approved by a
resolution passed by a vote by ballot with 26,107,574 (95.64%)
total votes cast “FOR” and 1,190,857 (4.36%) total votes cast
“AGAINST”.
5.
Sale of Subsidiary
The sale of the Company’s wholly-owned subsidiary in
accordance with the Business Corporations Act (BC) to Promethieus
Technologies Inc was approved by a special resolution passed by a
vote by ballot, with 21,079,430 (99.76%) total votes cast “FOR” and
51,463 (0.24%) total votes cast “AGAINST”. The
resolution was non-arm’s length transaction and 6,167,538 votes
were excluded from voting. Further to the Company’s press release
dated September 30, 2019 and November 25, 2019 shareholder approval
has been obtained to the transaction. The Company has been
advised that the closing of the sale is subject to a financing to
be completed by Promethieus Technologies Inc. of $3,670,750.
Promethieus has advised the Company that closing will be on or
before December 31, 2019, subject to regulatory approval.
6.
Other Matters
At the first meeting of the newly constituted Board of
Directors held immediately after the Meeting, A. Paul Gill was
elected to serve as President and Chief Executive Officer and
Jacqueline Michael as Chief Financial Officer until the next annual
general meeting of the Company. The Board also elected Julius
Galik, Gabriel Erdelyi and Jacqueline Michael to serve as the
Company’s Audit Committee until the next annual general meeting of
the Company.
For more information on the Company, review the website at
www.lomiko.com, contact A. Paul Gill at 604-729-5312 or email:
info@lomiko.com.
On Behalf of the Board,
LOMIKO METALS INC.
A. Paul Gill,
Chief Executive Officer
We seek safe harbor.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accept responsibility for the adequacy or
accuracy of this release.
This news release does not constitute an offer to sell, or the
solicitation of an offer to buy securities in any jurisdiction in
which such offer or solicitation would be unlawful prior to
registration or qualification under the securities laws of such
jurisdiction. The securities offered under the offering have not
been and will not be registered under the United
States Securities Act of 1933, as amended (the "Securities
Act"), or the securities laws of any state of the United
States, and may not be offered or sold in the United
States or to, or for the account or benefit of, any U.S.
Person (as defined in Regulation S of the Securities Act) or a
person in the United States, unless an exemption from such
registration requirements is available.
Forward-Looking Statements
This release includes forward-looking statements regarding
Lomiko and its business. Such statements are based on the
current expectations and views of future events of Lomiko’s
management. In some cases, the forward-looking statements can
be identified by words or phrases such as “may”, “will”, “expect”,
“plan”, “anticipate”, “intend”, “potential”, “estimate”, “believe”
or the negative of these terms, or other similar expressions
intended to identify forward-looking statements. The
forward-looking events and circumstances discussed in this release
may not occur and could differ materially as a result of the
failure to consummate the project financing, the economic
feasibility of the La Loutre Project, known and unknown risk
factors and uncertainties affecting Lomiko, including risks
regarding the resource industry, economic factors and the equity
markets generally and many other factors beyond the control of
Lomiko. No forward-looking statement can be guaranteed.
Forward-looking statements and information by their nature are
based on assumptions and involve known and unknown risks,
uncertainties and other factors which may cause our actual results,
performance or achievements, or industry results, to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking statement or
information. Accordingly, readers should not place undue
reliance on any forward-looking statements or information.
Forward-looking statements speak only as of the date on which they
are made and Lomiko undertakes no obligation to publicly update or
revise any forward-looking statement, whether as a result of new
information, future events, or otherwise, except as required by
applicable securities laws.
A. Paul Gill
Lomiko Metals Inc. (TSX-V: LMR)
6047295312
apaulgill@lomiko.com
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