Vancouver - GATLING EXPLORATION INC. (TSXV: GTR, OTCQB: GATGF) (the 'Company' or 'Gatling') today announced the mailing of its management information circular (the 'Circular') and related materials for the special meeting of shareholders and option holders of Gatling in connection with the proposed Plan of Arrangement with MAG Silver Corp. ('MAG').
Board Recommendation and Shareholder Support
The Board of Directors of Gatling unanimously approved the Arrangement Agreement, following the unanimous recommendation of a special committee of independent directors of Gatling. The Board of Directors recommends that its Securityholders vote in favour of the Arrangement. Sprott Asset Management LP alongside the officers and directors of Gatling holding approximately 15.19% of the issued and outstanding shares of Gatling have entered into voting support and have agreed to vote in favour of the Arrangement
The Meeting will be held at 9:00 a.m. (Vancouver time) on Friday May 13, 2022, at the offices of Gatling located at 200 Burrard Street, Suite 1680, Vancouver, British Columbia, V6C 3L6.
As announced on March 11, 2022, Gatling entered into an Arrangement Agreement(the 'Arrangement Agreement') with MAG pursuant to which MAG has agreed to acquire all of the issued and outstanding common shares of Gatling ('Gatling Shares') for 0.0170627 of a MAG common share (each a 'MAG Share') per Gatling Share (the 'Consideration'). The Consideration is equal to approximately C$0.40 per Gatling Share, representing a premium of approximately 49.1% based on the closing price of MAG Shares (TSX) and Gatling Shares (TSXV) on March 10, 2022, and approximately 47.4% based on the 5day volume weighted average share price of the MAG and Gatling Shares ending on March 10, 2022. Based on the number of issued and outstanding securities of MAG and Gatling as of the date of the Circular, upon completion of the Arrangement, current Gatling shareholders will hold approximately 0.79% of the issued and outstanding shares of the combined company. Holders of optionsto purchase Gatling Shares will receive replacement options entitling them to receive, on exercise, MAG Shares, subject to an adjustment to reflect the Arrangement. Holders of outstanding common share purchase warrants ('Gatling Warrants') of Gatling will have their Gatling Warrants adjusted in accordance with their respective contractual terms.
About Gatling Exploration Inc.
Gatling Exploration is a Canadian gold exploration company focused on advancing the Larder Gold Project, located in the prolific Abitibi greenstone belt in Northern Ontario. The Larder project hosts three high grade gold deposits along the Cadillac Larder Lake Break, 35 km east of Kirkland Lake. The Larder property has a global Mineral Resource Estimate (2021) of 388,000 oz Au Indicated and 933,000 oz Au Inferred gold ounces from both open pit and underground resources. The project is 100% owned by Gatling and is comprised of patented and unpatented claims, leases and mining licenses of occupation within the McVittie and McGarry Townships. The 3,370 ha project area is positioned 7 km west of the Kerr Addison Mine, which produced 11 million ounces of gold. All parts of the Larder property are accessible by truck or allterrain vehicles on non-serviced roads and trails.
About MAG Silver Corp. (www.magsilver.com)
MAG Silver Corp. is a Canadian development and exploration company focused on becoming a top tier primary precious metals mining company by exploring and advancing high grade, district scale, silver gold dominant projects in the Americas. Its principal focus and asset is the Juanicipio Project (44%), being developed with Fresnillo Plc (56%) asthe operator. The Project islocated in the Fresnillo Silver Trend in Mexico, the world's premiersilver mining camp, where the operatoris currently developing an underground mine and constructing a 4,000 tonnes per day processing plant. Underground mine production of mineralized development material commenced in Q3 2020 and is being processed through adjacent Fresnillo operated plants. An expanded exploration program is in place targeting multiple highly prospective targets at Juanicipio. MAG is also executing a multi-phase exploration program at the Deer Trail 100% earn in project in Utah.
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