Klondex Announces Securityholder Approval of Proposed Acquisition by Hecla
July 12 2018 - 9:15AM
Klondex Mines Ltd. (TSX:KDX) (NYSE American:KLDX)
("Klondex", the "Company") today announced that its shareholders
and securityholders approved the proposed statutory plan of
arrangement (the "Plan of Arrangement") with Hecla Mining Company
(NYSE:HL) ("Hecla") at the Klondex annual and special meeting of
securityholders held today. Under the approved Plan of Arrangement,
Hecla will acquire all of the issued and outstanding Klondex shares
(the "Arrangement").
Of the Klondex shareholders who voted,
approximately 99.62% Klondex shareholders voted in favor of
the special resolution approving the Plan of Arrangement. Of the
Klondex shareholders and securityholders who voted,
approximately 99.61% Klondex shareholders and securityholders
(voting as a single class) voted in favor of the special resolution
approving the Plan of Arrangement.
All matters presented for approval at the
meeting were duly authorized and approved, as follows:
- approval of the Arrangement by special resolution of the
Klondex shareholders and securityholders;
- approval of a share option plan for Havilah;
- election of all management nominees to the board of directors
of the Company for the ensuing year or for the period up to the
effective time of the Arrangement;
- appointment of PricewaterhouseCoopers LLP as auditors of the
Company for the ensuing year and authorization of the directors to
fix their remuneration; and
- approval of a non-binding advisory resolution on the Company's
approach to executive compensation.
Detailed voting results for the election of
directors were as follows:
Name |
Shares Voted For |
% Voted For |
Shares Withheld |
% Withheld |
Rodney Cooper |
121,262,375 |
98.98% |
1,252,579 |
1.02% |
Mark Daniel |
116,114,429 |
94.78% |
6,400,525 |
5.22% |
James Haggarty |
121,262,137 |
98.98% |
1,252,817 |
1.02% |
Richard J. Hall |
121,130,372 |
98.87% |
1,384,582 |
1.13% |
Paul Huet |
121,026,444 |
98.79% |
1,488,510 |
1.21% |
William Matlack |
119,014,878 |
97.14% |
3,500,076 |
2.86% |
Charles Oliver |
121,078,547 |
98.83% |
1,436,407 |
1.17% |
Blair Schultz |
120,847,691 |
98.64% |
1,667,263 |
1.36% |
|
|
|
|
|
Subject to customary closing conditions in
accordance with the Plan of Arrangement, the transaction is
expected to close on or about July 20, 2018.
In connection with the closing of the Plan of
Arrangement, Klondex is expected to concurrently complete the
spin-out of its Canadian assets into Havilah Mining Corporation
("Havilah"), a newly formed company to be listed on the TSX Venture
Exchange ("TSXV"). The TSXV listing application and other important
disclosure pertaining to Havilah are available on SEDAR at
www.sedar.com under Havilah's issuer profile.
Contact
Mike BecksteadDirector, Investor
Relations775-284-5757mbeckstead@klondexmines.com
About Klondex Mines Ltd.
(www.klondexmines.com)
Klondex is a junior-tier gold and silver mining
company focused on exploration, development, and production in a
safe, environmentally responsible, and cost-effective manner. The
Company has 100% interests in three producing mineral properties:
the Fire Creek Mine, the Midas Mine and ore milling facility, and
the Hollister Mine, all of which are located in the state of
Nevada, USA. The Company also has a 100% interest in the True North
Mine and mill in Manitoba, Canada and the Aurora Mine and ore
milling facility, located in Nevada, USA.
Cautionary Note Regarding
Forward-looking Information
This news release contains certain information
that may constitute forward-looking information or forward-looking
statements under applicable Canadian and United States securities
legislation (collectively, "forward-looking information"),
including but not limited to the timing of the transaction with
Hecla and related spin out of Klondex’s Canadian assets. This
forward-looking information entails various risks and uncertainties
that are based on current expectations, and actual results may
differ materially from those contained in such information. These
uncertainties and risks include, but are not limited to, Klondex or
Hecla’s ability to complete the Plan of Arrangement and the
inability to complete the Plan of Arrangement due to failure of the
conditions of the Arrangement Agreement. Risks and uncertainties
about the Company’s business are more fully discussed in the
Company’s disclosure materials filed with the securities regulatory
authorities in Canada and United States available at www.sedar.com
and www.sec.gov, respectively. Readers are urged to read these
materials. Klondex assumes no obligation to update any
forward-looking information or to update the reasons why actual
results could differ from such information unless required by
law.
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