Leading Independent Proxy Advisors ISS and Glass Lewis Recommend Capstone Shareholders Vote FOR the Proposed Arrangement with Mantos Copper
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February 15, 2022
Leading Independent Proxy Advisors ISS and Glass Lewis Recommend Capstone
Shareholders Vote FOR the Proposed Arrangement with Mantos Copper
The deadline to vote is 10:00 a.m. PT on Thursday February 24, 2022
For any questions please contact Capstone’s’ proxy solicitation agent and communications
advisor, Laurel Hill Advisory Group, toll free at 1-877-452-7184 (+1-416-304-0211 outside
North America) or email [email protected].
Vancouver, British Columbia - Capstone Mining Corp. (“Capstone” or the “Company”) (TSX:CS) is pleased to
announce that both Institutional Shareholder Services (“ISS”) and Glass Lewis & Co. (“Glass Lewis”) have
recommended that shareholders vote FO R the proposed business combination with Mantos Copper (Bermuda)
Limited (“Mantos”) at the upcoming Special Meeting of Shareholders, optionholders, restricted share units (“RSU”),
performance units (“PSU”) and deferred share units (“DSU”) holders of Caps tone (collectively, the
“Securityholders”).
ISS and Glass Lewis are two leading independent, third part y proxy advisory firms w ho, among other services,
provide proxy-voting recommendations to pension funds, investment managers, mutual funds and other institutional
shareholders.
In their report ISS stated, “The ar rangement makes strategic sense as the combined company will possess a
diversified collection of long-life operating assets, planned and fully financed copper production growth of 45 percent
by 2024, and material production growth opportunities represented by the Santo Domingo project, as well as
expansion projects across the combined company asset portfolio.”
Glass Lewis’ report noted, “We ultimately believe the board and special committee established a sound basis upon
which to conclude the proposed transaction represents an attractive opportunity for the Company and its
shareholders. The merger will result in a larger, more di versified copper producer with an opportunity to achieve
meaningful synergies.”
Capstone Meeting
Due to the ongoing public health concerns related to the COVID-19 pandemic, and in order to ensure the health
and well-being of our Securityholders, employees, co mmunities and other stakeholders, the Meeting will be
conducted virtually via live audio webcast using the Lumi meeting platform (web.lumiagm.com/404741767) on
February 28, 2022 at 10:00 am PT. Regi stered Securityholders and duly appointed proxyholders will have an
opportunity to participate, vote in real time and ask quest ions during the Meeting by following the instructions set
out in the Meeting Materials. Beneficial Securityholders who have not duly appointed themselves as proxyholders,
may attend the Meeting as guests. Guests may listen but cannot vote at the M eeting or ask questions.
Securityholders should closely review the Meeting Material s to ensure that they are able to cast their vote and
participate in the Meeting. The meeting materials ar e available on SEDAR and on the Company’s website at
Capstone Mining - Investors - Special Meeting of Shareholders.
NEWS RELEASE
TSX:CS ● capstonemining.com
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YOUR VOTE IS IMPORTANT - PLEASE VOTE TODAY
The Capstone Board of Directors UNANIMOUSLY recommends that Shareholders
Vote IN FAVOUR of the Transaction.
How to Vote
Due to the essence of time, Securityholders are encouraged to vote online or by telephone.
THE VOTING DEADLINE IS 10:00 a.m. (Vancouver Time) ON THURSDAY FEBRUARY 24, 2022
Vote using the following
methods prior to the
Meeting.
Internet Telephone or Fax
Registered Shareholders
Shares held in own name
and represented by a
physical certificate.
www.investorvote.com Telephone: 1-866-732-8683
Fax: 1-866-249-775
Non-Registered
Shareholders
Shares held with a broker,
bank or other intermediary.
www.proxyvote.com Call or fax to the number(s)
listed on your voting instruction
form
Shareholder Questions and Voting Assistance
For any questions or assistance with voting, sharehol ders can contact Laurel Hill Advisory Group at 1-877-452-
7184 (toll-free in North America), 416-304-0211 (cal ls outside North America) or by email at
ABOUT CAPSTONE MINING CORP.
On November 30, 2021, Capstone and Mantos Copper ann ounced that they have entered into a definitive
agreement to combine pursuant to a plan of arrangement under the Business Corporations Act (British Columbia)
(the “Transaction”) Upon completion of the Transaction, the new company will be named Capstone Copper Corp.
Capstone Mining Corp. is a Canadian base metals mining company, focused on copper. We are committed to the
responsible development of our asse ts and the environments in which we operate. Our two producing mines are
the Pinto Valley copper mine located in Arizona, US and the Cozamin copper-silver mine in Zacatecas State,
Mexico. In addition, Capstone owns 100% of Santo Domingo, a large scale, fully permitted, copper-iron-gold project
in Region III, Chile, as well as a portfolio of exploration properties. Capstone's strategy is to focus on the optimization
of operations and assets in politically stable, mining-friendly r egions, centred in the Am ericas. Our headquarters
are in Vancouver, Canada and we are listed on the Toronto Stock Exchange (TSX) under the symbol CS.
Further information is available at www.capstonemining.com
ABOUT MANTOS COPPER (BERMUDA) LIMITED
Mantos Copper is a copper-producing company that engages in the exploration, development, extraction and
processing of sulphide and oxide ores and the production and sale of London Market Exchange Grade “A” copper
cathodes and clean copper concentrates, with gold and silver by-products from two mining assets, Mantoverde and
Mantos Blancos located in northern Chile. Mantos Copper is owned by funds managed by Orion Resource Partners,
and Audley Mining Advisors Ltd. Orion is a global alter native investment management firm that specializes in
institutional metals and mining investment strategies in the base and precious metals space. Audley Mining Advisors
is a special purpose vehicle owned by the founders of Mantos Copper. Mantos Copper owns 99.99% of Mantos
Blancos and 69.99% of Mant overde, with Mitsubishi Materials Corp oration owning the remaining 30.00% of
Mantoverde. Further information is available at www.mantoscopper.com