Homestake Resources (HSR-V) and Auryn Resources (AUG-V) July 11, '16 are pleased to announce that they have entered into a definitive arrangement agreement (the "Arrangement Agreement") pursuant to which Auryn will acquire 100% of Homestake under a plan of arrangement (the "Arrangement") on the terms previously disclosed in their joint news release issued on June 13, 2016. Under the Arrangement, Homestake shareholders will receive one Auryn common share for each seventeen (17) Homestake common shares held at the time of completion of the Arrangement.
Completion of the Arrangement is principally subject to (a) approval of at least 66 2/3% of the votes of holders of common share cast at the annual and special meeting of Homestake shareholders to be held August 25, 2016 (the "Meeting"); (b) TSX Venture Exchange approval; (c) the Supreme Court of British Columbia approval, and other customary closing conditions. Full details of the Arrangement will be set out in the information circular of Homestake which Homestake expects to mail to its shareholders in respect of the Meeting within 20 days. Assuming all the requisite approvals are received, Auryn and Homestake expect to close the proposed Arrangement before the end of September 2016. Further details of the Arrangement are found in the June 13, 2016 news release.
In addition, Auryn has entered into debt conversion agreements with certain creditors of Homestake, whereby at the closing of the Arrangement, Auryn will issue to the creditors common shares of Auryn at an issue price of $2.30 per Auryn common share in settlement of debt of Homestake in an aggregate amount $906,655. (NTD - This amount includes partial settlement of change of control payments).
Directors and officers of Homestake, holding an aggregate of approximately 1.46% of the issued and outstanding Homestake common shares, have entered into voting and lock-up agreements in which they have agreed, among other things, that they will support the transaction and vote their Homestake shares in favour of the Arrangement.
Copies of the Arrangement Agreement, support agreements, information circular and certain related documents will be filed with securities regulators and will be available on SEDAR at www.sedar.com in due course.
About Auryn Resources: Auryn Resources is a junior mining exploration company focused on delivering shareholder value through project acquisition and development. The Company's management team is highly experienced with an impressive track record of success in the discovery, development, financing and monetizing of mining assets for shareholders.
On Behalf of Auryn Resources
Shawn Wallace
On Behalf of Homestake Resource Corp.
Larry Page
Auryn Resources Inc.
Jay Adelaar
Manager of Investor Relations
778.729.0600
info@aurynresources.com |
