Trigon Announces Results of Annual and Special Meeting of Shareholders
Trigon Announces Results of Annual and Special Meeting of Shareholders
TORONTO--(BUSINESS WIRE)--April 9, 2024--Trigon Metals Inc. (TSX-V: TM) (“Trigon” or
the “Company”) is pleased to announce that, at its annual and special meeting of Trigon
shareholders that took place on April 9, 2024 (the “Meeting”), Trigon shareholders approved all
matters put before them, including: (i) the proposed spinout of Trigon’s wholly-owned
subsidiary, Safi Silver Corp. (“Spinco ”), which holds the Company’s Moroccan assets, namely
the Silver Hill and Addana projects, pursuant to a plan of arrangement under section 192 of the
Canada Business Corporations Act (the “Proposed Arrangement”); and (ii) the consolidation
of Trigon common shares on the basis of one (1) post-consolidation Trigon common share for
each five (5) pre-consolidation Trigon common shares (the “Share Consolidation”). The
Proposed Arrangement and the Share Consolidation was approved by Trigon shareholders at the
Meeting.
The approved resolutions are as follows:
1. Election of Board of Directors: Shareholders elected each of the seven management
nominees as directors of the Company for the ensuing year. The elected directors are:
• Mohammed Benharref
• Daye Kaba
• Gabriel Ollivier
• Jed Richardson
• David Shaw
• Grant Sboros
• Larissa Sprott
2. Appointment of Auditor: Shareholders approved the appointment of the auditor.
3. Stock Option Plan: The Company’s stock option plan (the “Option Plan”) was re-
approved in accordance with the requirements of the TSX Venture Exchange (the
“TSXV”).
4. Share Consolidation: Shareholders endorsed the consolidation of Trigon common
shares on the basis of one (1) post-consolidation Trigon common share for each five (5)
pre-consolidation Trigon common shares.
5. The Proposed Arrangement (Safi Silver Spinout): Shareholders gave their
overwhelming support for the proposed spinout of Trigon’s wholly-owned subsidiary,
Safi Silver Corp. (“Spinco”), which holds the Company’s Moroccan assets, namely the
Silver Hill and Addana projects. The spinout is pursuant to a plan of arrangement under
section 192 of the Canada Business Corporations Act (the “Proposed Arrangement”).
Jed Richardson, CEO & Executive Chairman of Trigon Metals, commented, "We are pleased to
have the recommendations of the board supported by the shareholders, with particular focus on
the spinout of the Moroccan Assets into Safi Silver., to realize the currently unrcognized value in
Trigon Metals. As the silver price breaks out and Morocco is showing itself to be a promising
destination for silver exploration, we are excited about the timing. By creating a new vehicle for
shareholders, we aim to preserve Trigon as a production growth investment focused on copper in
a rising copper price environment."
The Proposed Arrangement, the Share Consolidation and the Option Plan are each subject to the
final approval by the TSXV. Closing of the Proposed Arrangement is subject to satisfaction of all
conditions precedent to its completion and is expected to occur in early Q3 2024. Trigon intends
to seek a final order from the Ontario Superior Court of Justice (Commercial List) in respect of
the Proposed Arrangement at a later date in advance of closing.
For further details regarding the resolutions and matters discussed at the Meeting, please refer to
Trigon’s management information circular dated March 11, 2024, available under the
Company’s profile on www.sedarplus.ca.
Trigon management extends sincere appreciation to shareholders for their participation and
continued support.
Trigon Metals Inc.
Trigon is a publicly-traded Canadian exploration and development company with its core
business focused on copper and silver holdings in mine-friendly African jurisdictions. Currently,
the Company has operations in Namibia and Morocco. In Namibia, the Company holds an 80%
interest in five mining licences in the Otavi Mountainlands, an area of Namibia widely
recognized for its high-grade copper deposits, where the Company is focused on exploration and
re-development of the previously producing Kombat Mine. In Morocco, the Company is the
holder of the Silver Hill and Addana projects, highly prospective copper and silver exploration
projects.
Cautionary Notes
This news release includes certain information that may constitute “forward-looking
information” under applicable Canadian securities laws. Forward-looking information is often
identified by terms such as “will”, “may”, “should”, “anticipates”, “expects” and similar
expressions. All statements other than statements of historical fact, included in this news release
are forward-looking statements that involve risks and uncertainties, including statements with
respect to the Proposed Arrangement and the expected structure thereof; anticipated court and
regulatory approvals of the Proposed Arrangement; benefits of the Proposed Arrangement; the
listing of Spinco shares on a stock exchange and timing thereof; financing of Spinco; and the
terms of the Share Consolidation. Such forward-looking statements reflect management’s
current beliefs and are based on assumptions made by and information currently available to the
Company and, as such, there can be no assurance that such statements will prove to be accurate
and actual results and future events could differ materially from those anticipated in such
statements. Important factors that could cause actual results to differ materially from the
Company’s expectations include the availability and continuity of financing, potential delays in
obtaining all requisite approvals and other risks detailed from time to time in the filings made by
the Company with securities regulators. The reader is cautioned that assumptions used in the
preparation of any forward-looking information may prove to be incorrect. Events or
circumstances may cause actual results to differ materially from those predicted, as a result of
numerous known and unknown risks, uncertainties, and other factors, many of which are beyond
the control of the Company. The reader is cautioned not to place undue reliance on any forward-
looking information. Such information, although considered reasonable by management at the
time of preparation, may prove to be incorrect and actual results may differ materially from
those anticipated. Forward-looking statements contained in this news release are expressly
qualified by this cautionary statement. The forward-looking statements contained in this news
release are made as of the date of this news release and the Company does not assume any
obligation to update or revise them to reflect new events or circumstances except as required
under applicable securities legislation. This news release does not constitute an offer to sell
securities and the Company is not soliciting an offer to buy securities in any jurisdiction in which
such offer, solicitation or sale would be unlawful prior to registration or qualification under the
securities laws of such jurisdiction.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is
defined in the policies of the TSX Venture Exchange) accept responsibility for the
adequacy or accuracy of this release.
Contacts
Jed Richardson
+1 647 276 6002
Website: www.trigonmetals.com