Blind Creek Resources Ltd. announces receipt of approvals for plan of arrangement with Engineer Gold Mines Ltd.
TSX VENTURE: EAU
/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
VANCOUVER, May 28, 2018 /CNW/ - (TSXVE:BCK) – Blind Creek Resources Ltd. ("Blind Creek" or the "Company") is pleased to announce that it has received shareholder approval at the annual and special meeting of shareholders held May 22, 2018 (the "Meeting") as well as the final order of the Supreme Court of British Columbia on May 24, 2018 for the plan of arrangement (the "Plan of Arrangement") with Engineer Gold Mines Ltd. ("Engineer Gold Mines"), pursuant to an arrangement agreement dated January 19, 2018 between Blind Creek and Engineer Gold Mines.
Please see the Company's press releases of January 19, March 27, April 25 and April 30, 2018 for more information. At the Meeting, shareholders also elected Thomas Kennedy, Andrew Rees, Glen MacDonald and Brian Fowler to the Board of Directors of Blind Creek, and re-approved the Company's 10% "rolling" stock option plan.
Engineer Gold Mines has also received conditional approval to list its common shares on the TSX Venture Exchange (the "TSX.V"). Final listing approval will be subject to Engineer Gold Mines satisfying all of the listing conditions of the TSX.V. Engineer Gold Mines will announce by way of further press release the date on which trading is expected to commence.
The closing of the Arrangement is currently expected to occur June 1, 2018 (the "Effective Date"). Shareholders of record of Blind Creek on the Effective Date will retain their Blind Creek common shares and be entitled to receive one Engineer Gold Mines common share for each two Blind Creek common shares held on that day. For more information, see the Company's Information Circular dated April 18, 2018 filed under the Company's profile on SEDAR at www.SEDAR.com.
For settlement reasons, it is currently expected that Blind Creek common shares purchased on or after May 30, 2018 (the "Ex-Date") will not be eligible to participate in the distribution of Engineer Gold Mines common shares. These dates (ie, the Effective Date and the Ex-Date) are subject to change in accordance with applicable TSX.V rules and in such event the Company will issue a further news release announcing any such change(s).
In connection with the subscription receipt (the "Subscription Receipts") financing of Engineer Gold Mines which closed March 27, 2018 (the "Financing"), Engineer Gold Mines confirms that all of the escrow release conditions in connection with the Financing have been satisfied other than the release notice to the escrow agent (the "Release Notice") which is currently expected to be provided on the Effective Date. Upon receipt of the Release Notice on the Effective Date, the escrow agent will release the proceeds of the Financing to Engineer Gold Mines in accordance with the instructions in the Release Notice and the Subscription Receipts will be exercised for units of Engineer Gold Mines (the "Units"), each such Unit comprised of one Engineer Gold Mines common share and one half of one share purchase warrant, with each whole warrant exercisable to acquire on common share of Engineer Gold Mines at a price of $0.15 per share for a period of 24 months after the date of issuance. Until the common shares of Engineer Gold Mines are listed on the TSX.V, there is no market for such shares to trade. There can be no assurances that Engineer Gold Mines will be listed on the TSX.V or any stock exchange.
Computershare Investor Services Inc. will forward to each Blind Creek shareholder who is entitled to receive Engineer Gold Mines common shares, certificates representing their allotted number of such shares in accordance with the Arrangement. Shareholders should not deliver certificates for Blind Creek common shares as certificates representing Blind Creek common shares are not being exchanged pursuant to the Arrangement.
Engineer Gold Mines also announces that the shareholders of the Company have approved at the Meeting a stock option plan. The plan is a 10% rolling stock option and is described in greater detail in Blind Creek's information circular dated April 18, 2018, which is available on SEDAR at www.SEDAR.com under Blind Creek's profile.
About Engineer Gold Mines Ltd.
Engineer Gold Mines is a wholly owned subsidiary of Blind Creek which was incorporated on January 16, 2018 to enter into the Arrangement Agreement with Blind Creek. Following completion of the Arrangement, Engineer Gold Mines will focus on the Engineer Gold Mine project situated 32 km southwest of Atlin, B.C in northern British Columbia.
About Blind Creek Resources Ltd.
Blind Creek is a Vancouver-based junior resource company focused on lead-zinc-silver and gold-silver project acquisition, exploration and development in Yukon (Blende Property), Northwest Territories (AB Property) and British Columbia (Engineer Gold Mine). The Company's flagship property is the Blende Property in north-central Yukon. More recently the company has signed an agreement to acquire a 100% interest in the AB Property (MV-Type Zinc-Lead) in the Northwest Territories.
For additional information please visit the company website www.blindcreekresources.com.
On behalf of the Board of Directors,
Mr. Brian P. Fowler, P.Geo.
Cautionary Note Regarding Forward-Looking Statements
Certain statements made and information contained herein in the press release constitutes "forward-looking information" and "forward-looking statements" within the meaning of applicable securities legislation (collectively, "forward-looking information"). The forward-looking information contained in this press release is based on information available to the Company as of the date of this press release. Except as required under applicable securities legislation, the Company does not intend, and does not assume any obligation, to update this forward looking information. Generally, this forward-looking information can frequently, but not always, be identified by use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events, conditions or results "will", "may", "could", "would", "might" or "will be taken", "occur" or "be achieved" or the negative connotations thereof.
All statements other than statements of historical fact may be forward-looking statements. Forward-looking information is necessarily based on estimates and assumptions that are inherently subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including but not limited to: risks and uncertainties relating to, among other things, the risk of the Company not obtaining court, Blind Creek shareholders or stock exchange approvals to proceed with the Arrangement; the risk of unexpected tax consequences to the Arrangement, the risk of unanticipated material expenditures required by the Company prior to completion of the Arrangement; risks of the market valuing Blind Creek and Engineer in a manner not anticipated by the Company; risks relating to the benefits of the Arrangement not being realized or as anticipated, the inherent uncertainties regarding cost estimates, changes in commodity prices, currency fluctuation, financing, unanticipated resource grades, infrastructure, results of exploration activities, cost overruns, availability of materials and equipment, timeliness of government approvals, taxation, political risk and related economic risk and unanticipated environmental impact on operations, as well as other risks uncertainties and other factors, which may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information.
The Company believes that the expectations reflected in the forward-looking statements and information included in this press release are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements and information should not be unduly relied upon.
The TSXVE has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.
Neither the TSXVE nor its Regulation Services Provider (as that term is defined in the policies of the TSXVE) accepts responsibility for the adequacy or accuracy of this release.