TORONTO, March 19, 2020 /CNW/ - Excellon Resources Inc.
(TSX: EXN, EXN.WT, OTC: EXLLF and FRA: E4X1) ("Excellon") and Otis
Gold Corp. (TSX-V: OOO, OTC: OGLDF, FRA: 4OG) ("Otis")
announced today that they have filed a joint management information
circular (the "Circular"), which will be mailed out to their
respective shareholders' next week for the meetings to be held on
April 17, 2020, in connection with
the previously announced acquisition by Excellon of all of the
issued and outstanding shares of Otis pursuant to a plan of
arrangement under the Business Corporations Act
(British Columbia) (the
"Arrangement").
Your vote is important regardless of the number of shares you
own. Excellon and Otis encourage shareholders to read the
meeting materials in detail. An electronic copy of the Circular is
available on Excellon's website at
www.excellonresources.com and on Otis' website at
www.otisgold.com. The Circular is also available on SEDAR under the
issuer profiles of both companies at
www.sedar.com. Shareholders are strongly encouraged to vote
online or over the phone following the instructions set out on the
form of proxy or voting instruction form which will be mailed along
with the Circular.
Excellon Meeting
The meeting of Excellon Shareholders will be held at
12:00 p.m. (Toronto time) on Friday, April 17, 2020, at the offices of
Excellon, Suite 200, 10 King Street East, Toronto, Ontario, Canada, M5C 1C3.
To proactively deal with the unprecedented public health impact
of the coronavirus pandemic, also known as COVID-19, and to
mitigate risks to the health and safety of communities,
shareholders, employees and other stakeholders, Excellon is
inviting its shareholders to participate in the meeting by dialing
in to its conference line at: 1-800-319-4610 (North American Toll
Free) or 1-416-915-3239 (Outside North America). Additional details
can be found in the Circular.
Due to the current restrictions on public gatherings only
Registered Shareholders and appointees are able to attend and vote
at the meeting. Shareholders are strongly encouraged to participate
in the meeting via the conference line.
Otis Meeting
The meeting of Otis Shareholders will be held at the offices of
DuMoulin Black LLP, 10th Floor – 595 Howe Street,
Vancouver, British Columbia,
Canada, V6C 2T5 at 8:00 a.m.
(Vancouver time) on Friday, April 17, 2020.
Arrangement
On February 24, 2020, Excellon
entered into a definitive arrangement agreement (the
"Arrangement Agreement") with Otis, whereby, subject to the
terms and conditions of the Arrangement Agreement, Excellon will
acquire all of the issued and outstanding common shares of Otis
(the "Otis Shares") on the basis of 0.23 of an Excellon
common share for each Otis
Share.
Benefits of the Arrangement
Excellon and all of its subsidiaries immediately following the
completion of the Arrangement (the "Combined Company") will
be a well-financed precious metals producer with established silver
production in Mexico and an
attractive gold development project in the United States. The Arrangement is an
initial step in Excellon becoming a larger multi-asset precious
metals company with the following foundation for further
growth:
- Enhanced portfolio of projects: The Arrangement
combines Platosa's high-grade silver production with the high
return and low risk Kilgore
development project, creating a pipeline for growth. Furthermore,
it adds two significantly undervalued gold assets, Kilgore and Oakley, to Excellon's portfolio and amplifies
the Combined Company's exposure to precious metals in the early
stages of an anticipated bull market.
- Significant exploration upside: Active exploration on
four key mineral trends including the CRD and Fresnillo epithermal silver trends in
Mexico, the re-emerging
Idaho gold region, and the
historic Freiberg district in Saxony, all known for multi-million
ounce precious metal discoveries.
- Geographic diversification: Diverse, well-established
mining jurisdictions across two continents, reducing single asset
risk and positioning the Combined Company for further growth in
North America.
- Enhanced capital market profile: The Combined Company
will be well financed with US$10
million in cash and available funds, with a pro forma
combined market capitalization of approximately C$122 million (based on the basic outstanding
shares of the Combined Company after giving effect to the exchange
ratio under the Arrangement and the price of common shares of
Excellon (the "Excellon Shares"), immediately prior to the
announcement of the Arrangement) and will be listed on the TSX. The
Combined Company also intends to apply for a listing on the NYSE
American LLC stock exchange ("NYSE American") in
the United States which may
increase its capital markets presence, trading liquidity and
shareholder base.
- Re-rating potential: Expanded resource base and
production growth profile of the Combined Company is expected to
demand a more attractive valuation and provide re-rating potential
in line with larger precious metals peers.
- Proven board and management: Board and management that
can discover, permit, finance, develop and operate mining assets to
industry leading standards, with proven experience in North America.
Shareholder Questions
If you have any questions regarding the Arrangement please
contact Laurel Hill Advisory Group, the proxy solicitation agent
for Excellon and Otis, by telephone at: 1-877-452-7184 (North
American Toll Free) or 416-304-0211 (Outside North America) or by
email at: assistance@laurelhill.com
About Excellon
Excellon's 100%-owned Platosa Mine has been Mexico's highest-grade silver mine since
production commenced in 2005. Excellon is focused on optimizing
Platosa's cost and production profile, discovering further
high-grade silver and carbonate replacement deposit mineralization
on the 14,000-hectare Platosa Project and epithermal silver
mineralization on the 100%-owned 45,000-hectare Evolución Property,
and capitalizing on current market conditions by acquiring
undervalued projects. The Company also holds an option on the 164
km2 Silver City Project in Saxony, Germany, a high-grade epithermal silver
district with 750 years of mining history and no modern
exploration.
Additional details on Excellon's properties are available at
www.excellonresources.com.
About Otis Gold
Otis Gold is a resource company
focused on the acquisition, exploration, and development of
precious metal deposits in Idaho,
USA. Otis is currently developing its flagship property, the
Kilgore Project, located in Clark County,
Idaho and the Oakley Project, located in Cassia County, Idaho.
Additional details on Otis Gold's
properties are available at www.otisgold.com.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Canadian securities laws. Such statements in this
press release include, without limitation, statements regarding the
synergies of the Arrangement; the anticipated benefits of the
Arrangement to shareholders of Excellon and Otis Gold; the third-party approvals required to
complete the Arrangement; the conditions required to be satisfied
to complete the Arrangement; the ability of the companies to
complete the Arrangement on terms announced; the future results of
operations of the Combined Company following the completion of the
Arrangement, the timing of the companies to hold their respective
shareholders' meetings; the proposed listing on the NYSE American;
the intentions, plans and future actions of the companies
participating in the transactions described herein; the board and
management of the Combined Company; timing to list Excellon Shares
on the NYSE American, performance and achievements of the Combined
Company, including potential property acquisitions, the timing,
content, cost and results of proposed work programs, the
anticipated cash position and market capitalization of the Combined
Company, the discovery and delineation of mineral
deposits/resources/reserves, geological interpretations, proposed
production rates, potential mineral recovery processes and rates,
business and financing plans, business and market trends and future
operating revenues. Although the companies believe that such
statements are reasonable, it can give no assurance that such
expectations will prove to be correct. Forward-looking statements
are typically identified by words such as: believe, expect,
anticipate, intend, estimate, postulate and similar expressions, or
are those, which, by their nature, refer to future events. The
companies caution investors that any forward-looking statements are
not guarantees of future results or performance, and that actual
results may differ materially from those in forward looking
statements as a result of various factors, including, but not
limited to, the inability to satisfy the conditions required to
complete the Arrangement; the companies not being able to obtain
third-party approvals; the Arrangement being terminated; variations
in the nature, quality and quantity of any mineral deposits that
may be located, significant downward variations in the market price
of any minerals produced, the inability to obtain any necessary
permits, consents or authorizations required for its activities, to
produce minerals from its properties successfully or profitably, to
continue its projected growth, to raise the necessary capital or to
be fully able to implement its business strategies. The companies
do not undertake, and assumes no obligation, to update or revise
any such forward-looking statements or forward-looking information
contained herein to reflect new events or circumstances, except as
may be required by law.
The public disclosure filings of Excellon and Otis Gold may be accessed via www.sedar.com and
readers are urged to review these materials, including the
technical reports filed with respect to the mineral properties of
the Combined Company, and particularly the September 7, 2018 NI 43-101 technical report
prepared by SRK Consulting (Canada) Inc. with respect to the Platosa
Property.
This press release is not and is not to be construed in any
way as, an offer to buy or sell securities in the United States. The distribution of the
Excellon Shares in connection with the transactions described
herein will not be registered under the United States Securities
Act of 1933 (the "U.S. Securities Act") and the Excellon Shares may
not be offered or sold in the United
States absent registration or an applicable exemption from
the registration requirements of the U.S. Securities Act and
applicable state securities laws. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy
the Excellon Shares, nor shall there be any offer or sale of the
Excellon Shares in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
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 press release.
SOURCE Excellon Resources Inc.
