TORONTO, June 5, 2019 /CNW/ - Orefinders Resources
Inc. ("Orefinders" or the "Company"), is responding to Mistango
River Resources Inc.'s ("Mistango") (MIS:CSE) news
release disseminated on June 4, 2019
in order to affirm the Company's position and to reiterate its call
for management of Mistango to act in the best interests of the
Mistango shareholders by holding a shareholder meeting without
delay and refraining from entrenchment tactics.
Mistango has not held a shareholder meeting since
June 29, 2017. Mistango failed to
hold its annual shareholders' meeting ("AGM") in 2018, and, in
filings with Corporations Canada, Mistango misled the public and
regulatory authorities by falsely stating that it held the AGM on
June 19, 2018.
Orefinders is Mistango's largest shareholder by a substantial
margin, owning 11.85 million shares or over 31%.
The acquisition by Orefinders of over 31% of the shares of
Mistango is in line with Orefinders stated strategy of
consolidating the Cadillac Larder-Lake Break. Mistango's Omega mine
is strategically located along the Cadillac Larder-Lake Break
proximal to Orefinders' McGarry Mine and Barber Larder projects.
Furthermore, the Omega mine shares synergies with Orefinders'
Mirado project, which is just southwest of Omega as well as Agnico
Eagle's Upper Beaver and Kirkland Lake
Gold's Macassa Mine.
Orefinders believes that the consolidation of these projects is
in the best interests of all shareholders of both Orefinders and
Mistango. Any transaction to consolidate properties of
Mistango with Orefinders' projects will be conducted in compliance
with all applicable corporate and securities laws and stock
exchange policies, including laws and policies for the protection
of minority shareholders of Mistango.
Despite already being in breach of the corporate law requirement
to hold its AGM, in response to Orefinders requisition, the current
management of Mistango has set September 10,
2019 as the AGM date. That is 72 days past the due
date for 2019's shareholder meeting deadline as required by the
Canada Business Corporations Act. The delays and
misstatements regarding shareholders' meetings are a breach of
Mistango's governing corporate law and an affront to its
shareholders.
This unnecessary delay was cause for concern that Mistango's
management intends to use the intervening time to conduct a
dilutive financing or other improper defensive tactic for the
purpose of their own entrenchment. Accordingly, on
May 30, 2019, Orefinders issued a
news release calling for Mistango to convene the AGM within 60
days.
However, on June 4, 2019, Mistango instead announced its
intention to conduct a financing for the purpose of financing
exploration and development of the Omega property, something
Mistango hasn't done since June
2012.
As Mistango's largest shareholder, and on behalf of all
non-management shareholders of Mistango, Orefinders demands that
Mistango's board of directors refrain from approving any financing
or other transaction until the Mistango shareholders have elected
directors of Mistango at the AGM.
If Mistango requires funds to remain solvent or to preserve its
assets, then Mistango should raise only the funds required for
those legitimate purposes and no more; additionally all Mistango
shareholders, including Orefinders, should be provided the
opportunity to participate in such a financing on a pro-rata
basis. Any other course taken will confirm that Mistango's
board of directors and management are acting for an improper
purpose, namely, their own entrenchment.
Should Mistango's board of directors seek to transact in any way
to entrench itself and management, Orefinders intends to pursue all
legal avenues. It is clear that this group have lost the moral
authority to make any significant corporate decisions or
transactions on behalf of Mistango's shareholders.
About Orefinders Resources Inc.
Orefinders is a Gold
exploration and development company focused exclusively within the
Abitibi Greenstone Belt. The Company is listed on the TSX Venture
Exchange under the symbol ORX.
Neither 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. Certain information in this press release may contain
forward-looking statements. This information is based on current
expectations that are subject to significant risks and
uncertainties that are difficult to predict. Actual results might
differ materially from results suggested in any forward-looking
statements. Orefinders' assumes no obligation to update the
forward-looking statements, or to update the reasons why actual
results could differ from those reflected in the forward
looking-statements unless and until required by securities laws
applicable to Orefinders. Additional information identifying risks
and uncertainties is contained in filings by Orefinders with
Canadian securities regulators, which filings are available under
Orefinders' profile at www.sedar.com
SOURCE Orefinders Resources Inc.