Constantine holders OK Au asset spinout into HighGold
2019-07-26 14:27 ET – News Release
Mr. Garfield MacVeigh reports
CONSTANTINE ANNOUNCES SHAREHOLDER APPROVAL OF SPIN-OUT AND “DUE BILL” TRADING DATE FOR CONSTANTINE SHARES
Constantine Metal Resources Ltd. has released the results of the annual general and special meeting of shareholders held on July 25, 2019.
At the Meeting, Constantine Shareholders approved a plan of arrangement (the “Arrangement”) involving the Company and its wholly owned subsidiary, HighGold (“HighGold”), pursuant to which the Company will spin-out its gold assets into HighGold. Following the Meeting, the Company was granted a final order from the Supreme Court of British Columbia approving the Arrangement.
Under the terms of the Arrangement, Constantine Shareholders of record at the close of business on July 31, 2019 will receive one common share of HighGold for every three common shares of Constantine held (“Constantine Shares”), subject to the “due bill” trading procedure described below. Completion of the Arrangement remains subject to the final approval of, and customary final filings with, the TSX Venture Exchange (“TSX-V”) and is expected to close on August 1, 2019.
The TSX-V has advised that Constantine Shares will commence trading on a “due bill” basis effective from opening of markets on July 30, 2019 until and including August 1, 2019. Trades of Constantine Shares during this time will have a due bill attached which will allow the purchaser of Constantine Shares, rather than the seller of Constantine Shares, to receive the distribution of HighGold Shares pursuant to the Arrangement even if such trades are settled after the July 31, 2019 record date.
Effective at the opening of markets on August 2, 2019, the Constantine Shares will commence trading on an ex-distribution basis without any due bill entitlement, reflecting that the distribution of HighGold shares has occurred. The due bill redemption date will be August 6, 2019.
Additional information regarding the terms of the Arrangement are set out in Constantine’s management information circular dated June 27, 2019, and the news releases dated May 21, 2019 and June 28, 2019, all of which are available for viewing on Constantine’s SEDAR profile at www.sedar.com.
About HighGold
HighGold is a mineral exploration company focused on quality, high-grade gold projects located in North ‎America, including the discovery and advancement of mineral deposits with mine development potential. ‎Upon completion of the Arrangement, HighGold’s flagship asset will be the high-grade Johnson Tract Au-‎Ag-Zn-Cu-Pb Project located in coastal south-central in Alaska. It will also control a portfolio of high-‎quality, 100% owned gold projects in the Timmins, Ontario gold camp that include the large, well-located ‎Golden Mile property, the Munro-Croesus Gold property, which is renowned for its exceptionally high-‎grade mineralization, and the Golden Perimeter property. More information about HighGold can be found in Constantine’s management information circular dated June 27, 2019 and ‎available on Constantine’s SEDAR profile at www.sedar.com. ‎
About Constantine
Constantine is a mineral exploration company led by an experienced and proven technical team with a ‎focus on premier North American mining environments. The Company’s flagship asset is the Palmer ‎Project, a high-grade volcanogenic massive sulphide-sulphate (VMS) project being advanced as a joint ‎venture between Constantine (51%) and Dowa Metals & Mining Co., Ltd. (49%), with Constantine as ‎operator.
We seek Safe Harbor.
https://www.constantinemetals.com/
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