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To: Goose94 who wrote (12530)6/4/2015 2:44:25 PM
From: Goose94Read Replies (1) | Respond to of 203376
 
Soltoro (SOL-V) June 4th 2014 is pleased to announce that the plan of arrangement of Soltoro involving Agnico Eagle Mines (AEM-T) has been overwhelmingly approved by Soltoro securityholders at a special meeting held earlier today.

Andrew Thomson, President and Chief Executive Officer, commented: “We would like to thank our shareholders for their support on this transaction and for their continued backing over the last decade. Our shareholders have realized significant value for the El Rayo project and other properties in Jalisco and, following completion of the Arrangement, through their ownership in Agnico Eagle, will have continued exposure to their ongoing development. We also look forward to continuing our efforts to deliver value for our shareholders in Palamina Corp.”

At the Meeting, approximately 99.95% of the votes cast by Soltoro securityholders, voting as a single class, and 99.93% of the votes cast by disinterested Soltoro shareholders (excluding the votes cast by those persons whose votes were excluded pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions for the purposes of obtaining minority approval) were voted in favour of the Arrangement.

The Arrangement
Under the Arrangement, Agnico Eagle will acquire all of the common shares of Soltoro that are issued and outstanding at the effective time of the Arrangement and Soltoro shareholders will be entitled to receive, in respect of each Soltoro common share held at the effective time of the Arrangement, 0.00793 of an Agnico Eagle common share, C$0.01 in cash, and one common share of a newly formed Ontario company named Palamina Corp. (“Palamina”) valued at C$0.02 per share to be spun off to Soltoro shareholders under the proposed Arrangement. Soltoro is seeking a final order of the Ontario Superior Court of Justice (Commercial List) (the “Court”) to approve the Arrangement at a hearing scheduled to be held on June 8, 2015. In addition to the approval of the Court, the Arrangement is subject to the satisfaction of standard closing conditions customary in a transaction of this nature. It is currently expected that, subject to receipt of all approvals, the transaction will close on or around June 9, 2015.

Full details of the Arrangement and certain other matters are set out in the management information circular of Soltoro dated May 5, 2015 (the “Information Circular”). A copy of the Information Circular and other meeting materials can be found on Soltoro’s website at www.soltoro.com or on SEDAR at www.sedar.com.

About Soltoro
Soltoro is engaged in exploration for gold and silver deposits in Mexico. Soltoro holds in excess of 30,000 hectares of ground in Jalisco State and has been focused on expanding silver resources at the El Rayo silver-gold project. Under the Arrangement, three of Soltoro’s exploration properties in Mexico outside of Jalisco State will be transferred to Palamina and, upon completion of the Arrangement, shareholders of Soltoro will own common shares of Agnico Eagle and will have continued participation in Palamina through their ownership of Palamina shares. Palamina will initially be capitalized with approximately C$2.0 million in cash contributed by Agnico Eagle. Soltoro has 94,335,037 common shares issued and outstanding which trade on the TSX Venture Exchange under the symbol “SOL”.

Further Information
For further information regarding Soltoro or Palamina, contact:
Andrew Thomson, President and CEO at (416) 987-0722 or visit www.soltoro.com.