The Arrangement was approved at a special meeting of shareholders of Pacton held on
Pursuant to the Arrangement, each former holder of Pacton common shares (each, a 'Pacton Share') is entitled to receive 1.275 common shares of Trillium (each such whole common share, a 'Trillium Share') in exchange for each Pacton Share held. Upon completion of the Arrangement, existing Trillium and Pacton shareholders will own 53% and 47%, respectively, of the combined company.
In addition, all outstanding stock options of Pacton were exchanged for stock options to acquire up to an aggregate of 2,198,737 Trillium Shares. All outstanding warrants of Pacton remain in effect, but are now exercisable to acquire 42,075 Trillium Shares. Prior to the completion of the Arrangement, Trillium did not own any Pacton securities.
Further details of the Arrangement are set out in Pacton's management information circular dated
Trillium and Pacton expect the Pacton Shares to be delisted from the
Changes to Board of Directors of Trillium
In conjunction with the Arrangement,
Payment of Success Based Compensation to
Prior to the completion of the Arrangement, Pacton issued 405,034 Pacton Shares (the 'Compensation Shares') to
Advisors and Legal Counsel
About
The closing of the acquisition of
Contact:
Tel: (416) 722-2456
Email: dyoshimatsu@trilliumgold.com
Cautionary note regarding forward-looking statements
This news release contains forward-looking information, including statements relating to the anticipated delisting of the Pacton Shares and the intention to apply for Pacton to cease to be a reporting issuer, which involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectations.
Forward-looking information is based on management's reasonable assumptions, estimates, expectations, analyses and opinions, which are based on management's experience and perception of trends, current conditions and expected developments, and other factors that management believes are relevant and reasonable in the circumstances, but which may prove to be incorrect. Such factors, among others, include: risks associated with the Arrangement and acquisitions generally and the integration of the businesses of Trillium and Pacton, impacts arising from the global disruption caused by the Covid-19 coronavirus outbreak, business integration risks; fluctuations in general macroeconomic conditions; fluctuations in securities markets; fluctuations in spot and forward prices of gold or certain other commodities; change in national and local government, legislation, taxation, controls, regulations and political or economic developments; risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents); inability to obtain adequate insurance to cover risks and hazards; the presence of laws and regulations that may impose restrictions on mining; employee relations; relationships with and claims by local communities and indigenous populations; availability of increasing costs associated with mining inputs and labour; the speculative nature of mineral exploration and development (including the risks of obtaining necessary licenses, permits and approvals from government authorities) and title to properties.
Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
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