TORONTO, March 30, 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") are
pleased to announce that the two leading independent proxy advisory
firms, Institutional Shareholder Services Inc. ("ISS") and
Glass Lewis & Co. ("Glass Lewis"), have each recommended
that shareholders approve the proposed acquisition by Excellon of
all of the issued and outstanding shares of Otis by way of a
statutory plan of arrangement (the "Arrangement").
Both ISS and Glass Lewis are independent, third party, proxy
advisory firms who, among other services, provide proxy voting
recommendations to pension funds, investment managers, mutual funds
and other institutional shareholders.
Recommendation to Excellon Shareholders
Share Issuance Resolution: ISS and Glass Lewis have
each recommended that shareholders of Excellon vote FOR the
ordinary resolution authorizing the aggregate number of Excellon
shares issuable under the Arrangement to former shareholders,
optionholders and warrantholders of Otis, stating that
"the transaction makes strategic sense as the combined
entity will have a more diversified portfolio of assets, consisting
of Excellon's high-grade Platosa silver mine and Otis' high return
and low risk Kilgore gold development project. In addition to
having more diversification across metals types, geographies,
project type, and project stage, the combined entity is expected to
be well financed with US$10 million
in cash and available funds to deploy".
Consolidation Resolution: ISS and Glass Lewis have
each also recommended that shareholders of Excellon vote FOR
a special resolution approving the consolidation of all of the
issued and outstanding Excellon shares at an exchange ratio of one
post-consolidation Excellon share for each five-to-ten
pre-consolidation Excellon shares. Glass Lewis noted: "We agree
with the board that it is in the best interest of the Company to
reduce the number of shares outstanding and thereby attempt to
proportionally raise the per share price of the Company's ordinary
shares". Excellon is currently working towards a potential listing
on the NYSE American following the completion of the Arrangement
and would be required to consolidate its issued and outstanding
common shares to meet minimum listing requirements.
Recommendation to Otis Shareholders
Arrangement Resolution: ISS and Glass Lewis have
recommended that shareholders of Otis vote FOR the special
resolution approving the Arrangement, stating that "The
proposed arrangement makes strategic sense given the significant
implied premium and the going concern risk facing the company.
Moreover, current company shareholders will be able to continue to
participate in the potential upside developments and future growth
opportunities of the combined business by receiving Excellon
shares".
Excellon Meeting
The special meeting of Excellon shareholders will be held at
12:00 p.m. (Eastern Daylight 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
encourages 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 information concerning the Arrangement can be found in
the joint management information circular of Excellon and Otis
dated March 13, 2020 that is
available on SEDAR under the issuer profiles of both
companies.
Due to the current restrictions on public gatherings only
Registered Shareholders and proxy 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. (Pacific
Daylight Time) on Friday, April 17, 2020.
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 joint
management information circular of Excellon and Otis dated
March 13, 2020 is available on
Excellon's website (www.excellonresources.com) and on Otis' website
(www.otisgold.com). The circular is also available on SEDAR
(www.sedar.com) under the respective issuer profiles of Excellon
and Otis.
How to Vote
To proactively deal with the unprecedented public health
impact of the novel coronavirus (COVID-19), and to mitigate risks
to the health and safety of communities, shareholders, employees
and other stakeholders, Excellon and Otis encourage their
respective shareholders to vote in advance of the meetings, using
the methods below.
Excellon Registered Shareholders (those who hold
shares in their name and represented by a physical certificate or
through the Direct Registration System) may vote by mail, internet,
email, fax or in person at the Excellon shareholders' meeting.
Shareholders are encouraged to vote online or by fax as
follows:
Internet: Vote online
(www.voteproxyonline.com) using the 12 digit control number located
on your proxy (which you received in the mail)
Fax: Complete and sign the proxy
and fax both sides to 416-595-9593
Otis Registered Shareholders (those who hold shares
in their name and represented by a physical certificate or through
the Direct Registration System) may vote by mail, internet, email,
fax or in person at the Otis shareholders' meeting.
Shareholders are encouraged to vote online or by phone as
follows:
Internet: Vote online
www.investorvote.com using the 15 digit control number located on
your proxy (which you received in the mail)
Telephone: Call 1-866-732-VOTE
(8683) toll free, using the 15 digit control number located on your
proxy (which you received in the mail)
Excellon and Otis Beneficial Shareholders (those who
hold shares through a bank, broker or other intermediary) will have
different voting instructions provided to them and should follow
the instructions found on their voting instruction form. Beneficial
shareholders are encouraged to vote online or by phone as
follows:
Internet: Vote online
(www.proxyvote.com) using the 16 digit control number located on
your voting instruction form (which you received in the mail)
Telephone: Call the number
provided on your voting instruction form. You will require the 16
digit control number located on your voting instruction form (which
you received in the mail)
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.
YOUR VOTE IS IMPORTANT – PLEASE VOTE
TODAY
The Board of Directors of Excellon and Otis
UNANIMOUSLY recommend that
Shareholders vote IN FAVOUR of the Arrangement.
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 on
Excellon's website (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 on Otis' website (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; the ability of
the companies to complete the Arrangement on the 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, plans and future
actions of the companies participating in the transactions
described herein and the proposed consolidation and listing on the
NYSE American. 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 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.
