Kootenay Silver Announces Effective Date of Spin-Out Transaction
Kootenay Silver Announces Effective Date of Spin-Out
Transaction
VANCOUVER, BC
,
Oct. 27, 2021
/CNW/ - Kootenay Silver Inc. ("
Kootenay
" or the "
Company
") (TSXV: KTN) is pleased to
announce that further to its press releases dated
August 10, 2021
and
September 17, 2021
, the Company intends to make
the previously announced spin-out transaction of the Company effective at
12:01 a.m.
(
Vancouver
time) on
October 29, 2021
(the "
Effective Date
"). The Company has received a final order from the Supreme Court of
British Columbia
dated
September 21, 2021
, and shareholder approval pursuant to an annual and special meeting of the Company held on
September 15, 2021
, to implement the spin-out of 80% of the Company interest in mineral exploration assets located in
Canada
to its shareholders by way of a share capital reorganization effected through a statutory plan of arrangement (the
"
Arrangement
") with Kootenay Resources Inc. ("
Spinco
"), a wholly-owned subsidiary of the Company. Pursuant to the
Arrangement, the holders of common shares of the Company on
October 28, 2021
will receive one new common share of the
Company (each, a "
Kootenay Silver Share
") and 0.04 common shares of Spinco (each, a "
Spinco Share
"). The existing
common shares of the Company are expected to be delisted from the TSX Venture Exchange (the "
TSXV
") at the close of
business on
October 28, 2021
. The Kootenay Silver Shares are expected to commence trading on the TSXV at the market
open on
October 29, 2021
. The CUSIP numbers of the Kootenay Silver Shares and the Spinco Shares will be 500583703 and
50058V107, respectively.
Computershare Investor Services Inc. ("
Computershare
") will forward replacement share certificates or electronic
statements to each registered Company shareholder that is entitled to receive them, representing their allotted number of
Kootenay Silver Shares and Spinco Shares in accordance with the Arrangement. Letters of transmittal have been mailed to
registered holders of common shares of the Company, which must be completed and returned to Computershare together
with the share certificates of the Company at the address specified in the letter of transmittal, in order for Company
shareholders to receive Kootenay Silver Shares and Spinco Shares following the Effective Date. A copy of the letter of
transmittal is also available under the Company's profile on SEDAR at
www.sedar.com
.
For further details of the Arrangement, please refer to the Company's management information circular dated
August 12,
2021
, which is filed on SEDAR under the Company's profile. The Arrangement remains subject to the final approval of the
TSXV.
About Kootenay Silver Inc.
Kootenay is an exploration company actively engaged in the discovery and development of mineral projects in the Sierra
Madre Region of
Mexico
and in
British Columbia, Canada
. Supported by one of the largest junior portfolios of silver assets in
Mexico
, Kootenay continues to provide its shareholders with significant leverage to silver prices. The Company remains
focused on the expansion of its current silver resources, new discoveries and the near-term economic development of its
priority silver projects located in prolific mining districts in
Sonora
, State and Chihuahua, State,
Mexico
, respectively.
On behalf of the board of directors of the
Company
:
James McDonald
,
CEO and President
Neither the 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 NOTE REGARDING FORWARD-LOOKING STATEMENTS:
Certain statements in this press release may be considered forward-looking information. These statements can be
identified by the use of forward-looking terminology (e.g., "expect"," estimates", "intends", "anticipates", "believes", "plans"
or variations of such words and phrases or statements that certain actions, events or results "will" occur). Forward-looking
statements in this press release include, but are not limited to, statements regarding the completion of the Arrangement, the
Effective Date and the Company obtaining final TSXV approval to the Arrangement.
Such forward-looking information involves known and unknown risks -- including the Company not obtaining the final
approval of the TSXV; the Arrangement not being completed; the availability of funds; the results of financing and
exploration activities; unanticipated costs, expenses, or liabilities associates with the Arrangement; the interpretation of
exploration results and other geological data; or unanticipated costs and expenses and other risks identified by Kootenay in
its public securities filings that may cause actual events to differ materially from current expectations. Readers are
cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press
release. Kootenay does not undertake to update any forward-looking statements, except as may be required by applicable
securities laws.
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SOURCE
Kootenay Silver Inc.
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%SEDAR: 00016508E
For further information:
James McDonald, CEO and President at 403-880-6016; Raj Kang, CFO at 604-601-5653; 1-888-
601-5650 or visit: www.kootenaysilver.com
CO: Kootenay Silver Inc.
CNW 15:52e 27-OCT-21