Aquila Resources Shareholders Overwhelmingly Approve Acquisition by Gold Resource Corporation
17 November 2021 - 5:13PM
Business Wire
Aquila Resources Inc. (TSX: AQA,
OTCQB: AQARF) (“Aquila” or the “Company”) is pleased
to announce that at the Company’s special meeting of shareholders
(the “Meeting”) held earlier today, an overwhelming majority
of Aquila shareholders voted in favour of the special resolution
(the “Arrangement Resolution”) approving the previously
announced plan of arrangement pursuant to which Gold Resource
Corporation (“GRC”) (NYSE American: GORO) will acquire all
of the issued and outstanding common shares (“Shares”) of
the Company (the “Transaction”).
The Transaction required the approval of (i) 66⅔ percent of the
votes cast by Aquila shareholders and (ii) a simple majority of the
votes cast by the minority shareholders (excluding shareholders
whose votes are required to be excluded pursuant to Multilateral
Instrument 61 – 101).
Shareholders holding a total of 208,546,503 Shares (60.701% of
the Shares issued and outstanding as of the record date for the
Meeting) were represented in person or by proxy at the Meeting. Of
the votes cast at the Meeting, 98.884% were in favour of the
Arrangement Resolution (98.864% after excluding votes cast by
shareholders whose votes are required to be excluded pursuant to
Multilateral Instrument 61 – 101).
Barry Hildred, Executive Chair of
Aquila, commented, “I would like to thank Aquila shareholders for
their strong support of the Company over the years. We look forward
to closing the Transaction in short order and are excited to start
a new chapter as part of a multi-jurisdictional, diversified
precious and base metal producer with an attractive growth
profile.”
Closing of the Transaction remains
subject to certain closing conditions, including approval of the
Ontario Superior Court of Justice (Commercial List). Subject to the
satisfaction or waiver of the closing conditions that remain
outstanding, closing of the Transaction is expected to occur in the
coming weeks.
Further information regarding the
Transaction can be found in the Company’s management information
circular dated October 18, 2021, a copy of which can be found under
the Company’s profile on SEDAR at www.sedar.com.
ABOUT AQUILA
Aquila Resources Inc. (TSX: AQA,
OTCQB: AQARF) is a development-stage company focused on high grade
polymetallic projects in the Upper Midwest, USA. Aquila’s
experienced management team is currently advancing pre-construction
activities for its flagship 100%-owned gold and zinc-rich Back
Forty Project in Michigan.
The Back Forty Project is a
volcanogenic massive sulfide deposit with open pit and underground
potential located along the mineral-rich Penokean Volcanic Belt in
Michigan’s Upper Peninsula. Back Forty contains approximately 1.1
million ounces of gold and 1.2 billion pounds of zinc in the
Measured & Indicated Mineral Resource classifications, with
additional exploration upside. An optimized Feasibility Study for
the Project is underway.
Additional disclosure of Aquila’s
financial statements, technical reports, material change reports,
news releases and other information can be obtained at
www.aquilaresources.com or on SEDAR at www.sedar.com.
Cautionary statement regarding
forward-looking information
This press release may contain certain forward-looking
statements. In certain cases, forward-looking statements can be
identified by the use of words such as “plans”, “expects” or “does
not anticipate”, or “believes”, or variations of such words and
phrases or statements that certain actions, events or results
“may”, “could”, “would”, “might” or “will be taken”, “occur” or “be
achieved”. In particular, this news release contains
forward-looking information pertaining to the following: statements
regarding the Transaction; the timing of key Transaction milestones
and closing; and the ability of GRC and Aquila to satisfy the
conditions to and to complete the Transaction. Forward-looking
statements and information are subject to various known and unknown
risks and uncertainties, many of which are beyond the ability of
Aquila to control or predict, that may cause their actual results,
performance or achievements to be materially different from those
expressed or implied thereby, and are developed based on
assumptions about such risks, uncertainties and other factors set
out herein, including but not limited to: the satisfaction of the
conditions precedent to the closing of the Transaction (including
the obtaining of all court, and regulatory approvals); risks
associated with the Transaction and acquisitions generally; the
Arrangement Agreement may be terminated in certain circumstances;
Aquila will incur costs even if the Transaction is not completed;
all necessary approvals and consents may not be obtained;
uncertainty regarding the ability of the parties to complete all
Transaction milestones on the intended timing; inherent risks of
mining exploration, development and production operations; economic
factors affecting the Company and/or GRC; the integration of the
businesses of the Company and GRC; political conditions and the
regulatory environment in the United States and Mexico; and the
scope, duration, and impact of the COVID-19 pandemic on the Company
and GRC as well as the scope, duration and impact of government
action aimed at mitigating the pandemic; and other related risks
and uncertainties, including, but not limited to, risks and
uncertainties disclosed in Aquila’s filings on its website at
www.aquilaresources.com and on SEDAR at www.sedar.com. Aquila
undertakes no obligation to update forward-looking information
except as required by applicable law. Such forward-looking
information represents Aquila’s best judgment based on information
currently available. No forward-looking statement can be guaranteed
and actual future results may vary materially. Accordingly, readers
are advised not to place undue reliance on forward-looking
statements or information. Furthermore, mineral resources that are
not mineral reserves do not have demonstrated economic
viability.
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version on businesswire.com: https://www.businesswire.com/news/home/20211117006084/en/
Guy Le Bel, President & CEO, Director Tel: 450.582.6789
glebel@aquilaresources.com
David Carew, VP Corporate Development & IR Tel: 647.943.5677
dcarew@aquilaresources.com