Golden Sky Minerals Corp. Receives Shareholder and Court Approvals to Plan of Arrangement
March 17 2023 - 8:00AM
Golden Sky
Minerals Corp. (AUEN.V) (the
“
Company” or “
Golden
Sky”) is pleased to announce that further to its
news release dated December 15, 2022, at its annual general and
special meeting of shareholders held on January 26, 2023, it
received shareholder approval to the previously announced plan of
arrangement (the “
Arrangement”), pursuant to which
Golden Sky will transfer the Bullseye, Argo, and Eagle Mountain
exploration properties and $355,000 in cash to its wholly-owned
subsidiary, Thunderbird Minerals Corp.
(“
Thunderbird”) in exchange for Thunderbird
issuing shares to the shareholders of Golden Sky. More specific
information about the Arrangement can be found in the Company’s
management information circular dated December 19, 2022 (the
“
Circular”), filed under the Company’s profile on
www.sedar.com.
In addition, Golden Sky is pleased to announce
that on January 30, 2023, it obtained a final order from the
Supreme Court of British Columbia to the implementation of the
Arrangement.
Under the terms of the Arrangement, shareholders
of Golden Sky are entitled to receive 0.5 of one common share of
Thunderbird (“Thunderbird Share”) for every one
Golden Sky share (“Golden Sky Share”) held. It is
expected that the effective date of the Arrangement will be March
17, 2023. After the effective date of the Arrangement, each issued
and outstanding Golden Sky common share purchase warrant
(“Golden Sky Warrant”) will entitle the holder to
receive, upon due exercise of the Golden Sky Warrant, for the
original exercise price, one Golden Sky Share that was issuable
upon exercise of the Golden Sky Warrant immediately prior to the
effective date, and 0.50 of one Thunderbird Share for each Golden
Sky Share. Each holder of a Golden Sky incentive stock option
(“Golden Sky Option”) has agreed to waive any
right to receive Thunderbird Shares in addition to the Golden Sky
Shares to which each option holder was entitled to receive upon
exercise of the holder’s Golden Sky Option.
The existing common shares of the Company are
expected to be delisted from the TSX Venture Exchange (the
"TSXV") at the close of business on March 20,
2023. The Golden Sky Shares are expected to commence trading on the
TSXV at the market open on March 21, 2023. The CUSIP numbers of the
Golden Sky Shares and the Thunderbird Shares are 381186105 and
88605R104, respectively.
Letters of transmittal have been mailed to
registered holders of common shares of Golden Sky, which must be
completed and returned to Computershare together with the Golden
Sky share certificate at the address specified in the letter of
transmittal, in order for Company shareholders to receive Golden
Sky Shares and Thunderbird Shares following the effective date of
the Arrangement (as that term is defined in the Circular). A copy
of the letter of transmittal is also available under the Company's
profile on SEDAR at www.sedar.com. Computershare Investor Services
Inc. ("Computershare") will forward a replacement
share certificate or electronic statement to each registered
Company shareholder that is entitled to receive them, representing
their allotted number of Golden Sky Shares and Thunderbird Shares
in accordance with the Arrangement.
For further details of the Arrangement, please
refer to the Company's Circular, which is filed on SEDAR under the
Company's profile.
About Golden Sky Minerals
Corp.
Golden Sky Minerals Corp. is a well-funded
junior grassroots explorer engaged in the acquisition, assessment,
exploration, and development of mineral properties located in
highly prospective areas and mining-friendly districts. Golden
Sky’s mandate is to develop its portfolio of projects to the
mineral resource stage through systematic exploration.
The drill-ready projects include Hotspot,
Bullseye, and Lucky Strike, all in Yukon, Canada. In addition, the
recent purchases of the Rayfield Copper-Gold Project in southern
British Columbia, and the staking of the Eagle Mountain Gold
Project in the Cassiar Gold District in northern British Columbia,
add to the company’s substantial early-stage Canadian project
pipeline.
The Company was incorporated in 2018 and is
headquartered in Vancouver, British Columbia, Canada.
More information can be found at the Company’s
website at www.goldenskyminerals.com.
ON BEHALF OF THE BOARD
John Newell, President and Chief Executive
Officer
For new information from the Company’s programs,
please visit Golden Sky’s website at www.GoldenSkyMinerals.com or
contact John Newell by telephone (604) 568-8807 or by email at
info@goldenskyminerals.com or
john.newell@goldenskyminerals.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.
GOLDEN SKY MINERALS CORP.2110 – 650 West Georgia Street
Vancouver, British Columbia Canada, V6B 4N9Telephone: 604 568
8807Facsimile: 604 681 1864 www.goldenskyminerals.com
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