Treasury Metals Announces Voting Results from its Annual and Special Meeting of Shareholders
Treasury Metals Announces Voting Results from its Annual and Special
Meeting of Shareholders
TORONTO, June 26, 2024 -- Treasury Metals Inc. (TSX: TML; OTCQX: TSRMF ) (“Treasury Metals” or the “Company”) is
pleased to announce that at its annual and special meeting of shareholders (the “ Meeting ”) held earlier today, the Company’s
shareholders voted overwhelmingly in favour of certain matters relating to the proposed plan of arrangement involving the
Company and Blackwolf Copper and Gold Ltd. (“ Blackwolf”) pursuant to which the Company will acquire all of the common
shares of Blackwolf (the “Arrangement ”), as well as certain annual general matters.
A total of 77,138,926 common shares (“ Shares”) were voted in person or represented by proxy at the Meeting, representing
approximately 41.13% of the votes attached to all the outstanding Shares as at the record date of the Meeting.
Resolution Number of Shares Percentage of Votes Cast
For Withheld/Abstain For Withheld/Abstain
Arrangement Share Issuance
Issuance of up to 113,149,040 Shares as
consideration for the Arrangement
70,275,013 350,329 99.50 0.50
Financing Share Issuance
Issuance of up to 55,700,000 Shares in
connection with the Company’s non-brokered
private placement
70,278,846 346,496 99.51 0.49
Continuance
Continuance of the Company out of Ontario and
into British Columbia
66,453,435 4,171,907 94.09 5.91
Election of Non-Arrangement Directors (if
the Arrangement is not completed):
James Gowan 69,881,236 744,106 98.95 1.05
Jeremy Wyeth 69,837,964 787,378 98.89 1.11
Michele Ashby 69,878,566 746,776 98.94 1.06
Paul McRae 69,852,045 773,297 99.91 1.09
Margot Naudie 66,011,838 4,613,504 93.47 6.53
Christophe Vereecke 69,878,306 747,036 98.94 1.06
Approval of Non-Arrangement Incentive
Plan
Approval of new omnibus equity incentive plan if
the Arrangement is not completed
65,865,686 4,759,659 93.26 6.74
Election of Arrangement Directors (effective
upon completion of Arrangement):
James Gowan 69,892,877 732,465 98.96 1.04
Michele Ashby 69,892,065 733,277 98.96 1.04
Andrew Bowering 69,881,091 744,251 98.95 1.05
Morgan Lekstrom 69,876,790 748,552 98.94 1.06
Robert McLeod 69,814,874 810,468 98.85 1.15
Paul McRae 69,812,826 812,516 99.85 1.15
Margot Naudie 65,947,774 4,677,568 93.38 6.62
Jeremy Wyeth 69,855,789 769,553 98.91 1.09
Approval of Arrangement Incentive Plan
Approval of new omnibus equity incentive plan
effective upon completion of the Arrangement
and listing of Shares on the TSX Venture
Exchange
69,766,465 858,877 98.78 1.22
Re-appointment of Auditors
Re-appointment of RSM Canada LLP as
auditors of the Company and authorization for
the Board to fix their remuneration
76,800,795 160,883 99.79 0.21
The report of voting results will be made available under the Company’s profile on SEDAR+ at www.sedarplus.ca.
In addition to the approval by Treasury Metals shareholders, Blackwolf securityholders approved the Arrangement at the
special meeting of Blackwolf securityholders held earlier today. The Arrangement is expected to be completed on or about
July 3, 2024, subject to approval by the Supreme Court of British Columbia and satisfaction of certain other closing conditions.
For a more detailed description of the Arrangement, please refer to the Company’s management information circular dated
May 27, 2024.
About Treasury Metals Inc.
Treasury Metals Inc. is a gold-focused company with assets in Canada. Its Goliath Gold Complex (which includes the Goliath,
Goldlund and Miller deposits) is located in Northwestern Ontario. For information on the Goliath Gold Complex, refer to the
technical report, prepared in accordance with NI 43-101, entitled “Goliath Gold Complex – NI 43-101 Technical Report and
Prefeasibility Study” and dated March 27, 2023 with an effective date of February 22, 2023, led by independent consultants
Ausenco Engineering Canada Inc. The technical report is available on SEDAR+ at www.sedarplus.ca, on the OTCQX at
www.otcmarkets.com and on the Company website at www.treasurymetals.com.
Contact:
Jeremy Wyeth
President & CEO
Orin Baranowsky
CFO
Treasury Metals Inc.
T: +1 416-214-4654; Toll-free: +1-855-664-4654
Email: [email protected]
Cautionary Note Regarding Forward-Looking Information
This news release includes certain “forward-looking information” and “forward-looking statements” (collectively, forward-looking
statements”) within the meaning of Canadian and United States securities legislation that is based on expectations,
estimates, projections and interpretations as at the date of this news release. Any statement that involves predictions,
expectations, interpretations, beliefs, plans, projections, objectives, assumptions, future events or performance (often, but not
always, using phrases such as “expects”, or “does not expect”, “is expected”, “interpreted”, “management’s view”, “anticipates”
or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “potential”, “feasibility”, “believes” or “intends”
or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or
“will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information and are
intended to identify forward-looking information.
Since forward-looking information address future events and conditions, by their very nature they involve inherent risks and
uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks.
These include, but are not limited to, expected timing and completion of the Arrangement; the strengths, characteristics and
expected benefits and synergies of the Arrangement; receipt of court approval; obtaining TSX and TSXV acceptance to
complete the Arrangement; the expected delisting of Blackwolf shares from the TSXV; the composition of the post-
Arrangement board and management team of the combined company; completion of the proposed consolidation; expectations
regarding the potential benefits and synergies of the Arrangement and the ability of the combined company to successfully
achieve business objectives, including integrating the companies or the effects of unexpected costs, liabilities or delays;
expectations relating to future exploration, development and production activities; expectations relating to costs; expectations
regarding financial strength, free cash flow generation, trading liquidity, and capital markets profile; expectations regarding
future exploration and development, growth potential for Treasury Metals’ and Blackwolf’s operations; availability of the
exemption under Section 3(a)(10) of the United States Securities Act of 1933 to the securities issuable in the Arrangement;
the companies’ assessments of, and expectations for, future business activities and operating performance; expectations
regarding the completion of the concurrent financing on substantially the same terms announced or at all; exploration and
production for precious metals; delays or changes in plans with respect to exploration or development projects or capital
expenditures; the uncertainty of mineral resource, production and cost estimates; health, safety and environmental risks;
worldwide demand for gold and base metals; gold price and other commodity price and exchange rate fluctuations;
environmental risks; competition; incorrect assessment of the value of acquisitions; ability to access sufficient capital from
internal and external sources; and changes in legislation, including but not limited to tax laws, royalties and environmental
regulations. Actual results, performance or achievement could differ materially from those expressed in, or implied by, the
forward-looking information and, accordingly, no assurance can be given that any of the events anticipated by the forward-
looking information will transpire or occur, or if any of them do so, what benefits may be derived therefrom and accordingly,
readers are cautioned not to place undue reliance on the forward-looking information.