The Board has determined that the Gran Colombia Proposal is not in the best interests of the Company or its shareholders since, among other things, the Gran Colombia Proposal (i) is complex and highly conditional in nature as it is contingent on the concurrent completion of a separate acquisition by Gran Colombia of Gold X Mining Corp. ("Gold X") (TSXV: GLDX, OTCQX: SSPXF), the terms of which have not been disclosed to the Company; (ii) requires the approval of the shareholders of each of Gran Colombia, Gold X and the Company, each conditional on the other providing such approval, and (iii) fails to provide the Company with adequate short term liquidity, given the
Under the terms of the arrangement agreement dated
The Silvercorp Transaction will provide significant benefits to the Company's shareholders including:
- Exposure to a significant premium to the Company's
April 24, 2020 closing price, enhanced trading liquidity, and a significant re-rating opportunity with a geographically diverse mid-tier precious metals company; - Strong management team that is committed to developing the
Aurora Underground Project and has a track record of operational excellence in underground mining over the last 15 years; - Option to elect to receive cash in the Silvercorp Transaction which provides downside protection;
- Elimination of the funding risk associated with the
Aurora Underground Project , providing access to Silvercorp's strong balance sheet and financing options available to a larger company during these times of uncertain market conditions; and - Provision of interim loan facility sufficient to fund expenditures of the Company and advance the
Aurora Underground Project during the period before closing of the Silvercorp Transaction.
Full details of the Silvercorp Transaction will be included in the management information circular of
Shareholder Meeting details
The shareholder meeting is scheduled for
Shareholders who have questions regarding the Silvercorp Transaction should contact the Company's strategic shareholder advisor and proxy solicitation agent
Advisors and Counsel
About
Forward-Looking Information
This news release contains "forward-looking information" and "forward-looking statements" (together, "forward-looking statements") within the meaning of applicable securities laws. Forward-looking statements may include, but are not limited to, statements and information with respect to the arrangement with Silvercorp and statements in respect of the Gran Colombia Proposal. Often, but not always, forward-looking statements can be identified by the use of words and phrases such as "plans," "expects," "is expected," "budget," "scheduled," "estimates," "forecasts," "intends," "anticipates," or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may," "could," "would," "should", "might" or "will" be taken, occur or be achieved. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and are based on various assumptions.
Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among others: the Company's ability to complete the arrangement with Silvercorp and satisfy the conditions precedent thereto; general business, economic, competitive, political, health and social uncertainties; the actual results of exploration and development activities; accidents, labour disputes and other risks of the mining industry; political instability and Government action; as well as those factors discussed in the sections entitled "Risk Factors" in the Company's management discussion and analysis for the year ended
Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. 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, except as may be required by applicable securities laws. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements.
SOURCE
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