Terraco Gold Shareholders Approve Plan of Arrangement
August 13 2019 - 2:50PM
Terraco Gold Corp. (“
Terraco” or
the “
Company”) (TSX Venture: TEN) is pleased to
announce that the shareholders of Terraco overwhelming approved the
plan of arrangement (the “Arrangement”) (see the June 20th, 2019
news release), involving Terraco, its shareholders and Sailfish
Royalty Corp. (“Sailfish”) at the special meeting of shareholders
held earlier today (the “Meeting”), and as further described in the
information circular dated July 12, 2019.
Under the Arrangement, shareholders will receive
0.12 shares of Sailfish for each Terraco share held (the “Exchange
Ratio”). In addition, outstanding options of Terraco will be
adjusted in accordance with their terms such that the number of
Sailfish shares received upon exercise will reflect the Exchange
Ratio.
At the Meeting, a total of 94,976,422 common
shares were voted, representing 51.85% of the votes attached to all
outstanding common shares with 93,984,322, or 98.96% voting in
favour of the Arrangement. Further, 98.02% of the votes cast by
Terraco shareholders, excluding those shares held by funds managed
by Wexford Capital LP and Mr. Todd Hilditch, CEO and President of
Terraco, as interested parties, voted in favour of the
Arrangement.
The TSX Venture Exchange has conditionally
approved the Arrangement. Terraco’s application to the Supreme
Court of British Columbia to obtain the final order approving the
Arrangement is scheduled for August 16th, 2019 and, assuming court
approval, the Arrangement is expected to become effective on or
about August 19th, 2019. The de-listing of Terraco shares is
expected to occur at the close of trading on August 19th, 2019.
For further information, please see Terraco
Gold’s Report of Voting Results, which will be filed on SEDAR
at www.sedar.com.
About Terraco
Terraco is a gold royalty company with a royalty
portfolio of up to 3% NSR on the multi-million ounce Spring Valley
Gold Project located in Pershing County, Nevada.
The Company is listed on the TSX Venture
Exchange under the symbol "TEN". Please visit the Company's website
at www.terracogold.com for additional information.
On behalf of Terraco:
Todd HilditchPresident & CEO – Terraco Gold
Corp.Phone: (604) 443 3831
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.
Cautionary & Forward-Looking
Statements
This release contains forward-looking
statements. All statements other than statements of present or
historical fact are forward-looking statements. Forward-looking
statements include words or expressions such as “proposed”, “will”,
“subject to”, “near future”, “in the event”, “would”, “expect”,
“prepared to” and other similar words or expressions. Factors that
could cause future results or events to differ materially from
current expectations expressed or implied by the forward-looking
statements include general business, economic, competitive,
political and social uncertainties; the state of capital markets
and risks that may impact Terraco’s business, operations and
financial condition. Although Terraco believes that the
expectations reflected in these forward-looking statements are
reasonable, undue reliance should not be placed on them because
Terraco can give no assurance that they will prove to be correct.
Since forward-looking statements address future events and
conditions, by their very nature they involve inherent risks and
uncertainties. Additional information on these and other
factors that could affect Terraco’s operations and financial
results are included in reports on file with Canadian securities
regulatory authorities and may be accessed through the SEDAR
website (www.sedar.com). We disclaim any obligation to update or
revise these forward-looking statements, except as required by
applicable law.
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