Bonterra Receives Final Court Approval of Arrangement
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Bonterra Receives Final Court Approval of Arrangement
September 20, 2018 - BONTERRA RESOURCES INC. (" Bonterra”) (TSX-V:BTR, US:BONXF,
FSE:9BR1) is pleased to announce that it has received today a f inal order of the Supreme Court of British
Columbia in respect of its previously announced plan of arrangement (the “Bonterra Arrangement”. The
Bonterra Arrangement, which involves spinning out of certain as sets of Bonterra to Gatling Exploration
Inc. (“Bonterra Spinco” or “Gatling”), was approved by shareholders and optionholders of Bonterra at a
special meeting of the Bonterra securityholders held earlier this week.
Securityholders of Metanor Resources Inc. (“ Metanor”) also approved a plan of arrangement (the
“Metanor Arrangement ”) at a special meeting of the Metanor securityholders held ear lier this week.
Under the Metanor Arrangement, Bonterra will acquire all of the outstanding common shares of Metanor.
Metanor will seek a final order of the Superior Court of Quebec in respect of the Metanor Arrangement on
September 21, 2018.
Both arrangements remain subject to final approval by the TSX V enture Exchange (“ TSX-V”) and are
expected to close on September 24, 2018. The Bonterra Arrangeme nt will be completed first, followed
immediately by the Metanor Arrangement. Under the Bonterra Arra ngement, Bonterra shareholders of
record at the close of business on Friday, September 21, 2018, will receive one common share of Gatling
for every seven common shares of Bonterra held. Upon completion of the Metanor Arrangement, all of
shares of Metanor shall be owned by Bonterra. Holders of Metanor shares will not have any right to receive
any Bonterra Spinco shares under the Bonterra Arrangement.
Additional information regardin g the terms of the Bonterra Arra ngement are set out in Bonterra’s
management information circular dated August 15, 2018, which is available under Bonterra’s profile at
www.sedar.com.
ON BEHALF OF THE BOARD OF DIRECTORS,
Nav Dhaliwal, President & CEO
Bonterra Resources Inc.
For further information regarding the contents of this news release please contact:
Nav Dhaliwal, President and CEO
Telephone: (604) 678-5308
Email: [email protected]
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.
Cautionary Statement: Certain information contained in this press release constitutes “forward-looking information", within the meaning of
Canadian legislation concerning the completion of the Bonterra Arrangement and the Metanor Arrangement. Generally, these forwar d-looking
statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is exp ected", "budget",
"scheduled", "estimates", “forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or
state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur", "be achieved" or “h as the potential to”.
Forward looking statements contained in this press release ma y include statements regarding Bonterra’s and Metanor’s ability to complete the
Bonterra Arrangement and Metanor Arrangement, respectively, and the anticipated e ffective date of the Bonterra Arrangement and Metanor
Arrangement, which involve known and unknown risks and uncertainties which may not prove to be accurate. Actual results and out comes may
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differ materially from what is expressed or forecasted in these forward-looking st atements. Such statements are qualified in th eir entirety by the
inherent risks and uncertainties surrounding future expectations. Among those factors which could cause actual results to differ materially are the
following: uncertainties as to the timing of the Bonterra Arrangement and Metanor Agreement and satisfaction of the respective conditions thereto,
market conditions and other risk factors listed from time to time in Bonterra’s and Metanor’s reports filed with Canadian securities regulators on
SEDAR at www.sedar.com. The forward- looking statements included in this press releas e are made as of the date of this press rel ease and both
Bonterra and Metanor disclaim any intention or obligation to update or revise any forw ard-looking statements, whether as a resu lt of new
information, future events or otherwise, except as expressly required by applicable securities legislation.