The Arrangement
At the Meeting, holders of
Your vote is important regardless of the number of
The QuestEx Board of Directors and Special Committee UNANIMOUSLY recommends that Voting Securityholders vote IN FAVOUR of the proposed Arrangement.
Benefits of the Arrangement
In evaluating the Arrangement and unanimously reaching their conclusion and making their recommendations in support of the Arrangement, the QuestEx Board of Directors and Special Committee carefully considered the benefits and advantages resulting from the Arrangement, which include, but are not limited to:
- Attractive premium of 58% to the closing price of QuestEx Shares as of
March 29, 2022 . - Skeena shares have enhanced trading liquidity and Skeena is currently well funded and has the ability to raise capital in the future.
- Ongoing exposure to the
QuestEx mineral tenures retained by Skeena inthe Golden Triangle and Toodoggone areas ofBritish Columbia . - Exposure to Skeena's strong management team, technical capabilities and diversified portfolio of development projects.
- Near-term milestones for Skeena, including ongoing infill drilling and other exploration and a Feasibility Study expected for the
Eskay Creek project in 2022. - Expected reduction in dilution, financing, development, and execution risk.
Meeting Information
The Meeting will be held at the office of
In light of ongoing concerns related to the spread of COVID-19, and in order to mitigate potential risks to the health and safety of
To access the Meeting by teleconference, dial 1-800-319-8560 followed by the access code 200028. Voting Securityholders cannot vote their securities at the Meeting if attending via teleconference and must either vote prior to the Meeting or attend the Meeting in person in order to have their vote cast.
YOUR VOTE IS IMPORTANT - PLEASE VOTE TODAY
QuestEx Securityholder Questions and Assistance
If you have any questions or require assistance voting your Shares, Options or Voting Warrants, please contact
About
ON BEHALF OF THE BOARD OF DIRECTORS OF QUESTEX GOLD & COPPER LTD.
"Joseph Mullin"
Chief Executive Officer and Director
Neither the
Cautionary Statements Regarding Forward-Looking Statements
This news release contains "forward-looking information" and "forward looking statements" within the meaning of applicable Canadian securities legislation (collectively herein referred to as "forward-looking information"). Wherever possible, words such as "expects", "expected", "strategic" and similar expressions or statements that certain actions, events or results "will" or "may" be taken, occur or be achieved, or the negative forms of any of these terms and similar expressions, have been used to identify forward-looking information. Forward-looking information contained herein includes, but is not limited to: the consummation and timing of the Arrangement; the timing of the Meeting; the satisfaction of the conditions precedent to the Arrangement; the anticipated benefits of the Arrangement; the expectations regarding near-term milestones for Skeena, including ongoing infill drilling and other exploration work and the Feasibility Study for the
Forward-looking information is subject to a variety of known and unknown risks, uncertainties and other factors that could cause actual results, actions, events, conditions, performance or achievements to materially differ from those expressed or implied by the forward-looking information, including, without limitation, changes in laws, regulations and government practices; the impact of the COVID-19 pandemic and outbreak, including on our operations and workforce and the operations and workforce of Skeena; the risk that the Arrangement is not completed, on the timeline currently contemplated or at all; the risk that Skeena will not complete a Feasibility Study in respect of the
Our forward-looking information is based on the assumptions, beliefs, expectations and opinions of management on the date the statements are made, many of which may be difficult to predict and beyond our control. In connection with the forward-looking information contained in this news release, we have made certain assumptions about, among other things: our business and operations and that no significant event will occur outside of our normal course of business and operations (other than as expressly set out herein); the impact of the COVID-19 pandemic and outbreak, including on our operations and workforce; our ability to satisfy the terms and conditions precedent of the Arrangement in order to consummate the transaction; Skeena and Newmont's ability to satisfy the terms and conditions precedent of the Asset Purchase Agreement and the consummation thereof; the adequacy of our and Skeena's financial resources; sustained labour stability and availability of equipment; the maintenance of positive relations with local groups; favourable equity and debt capital markets; and stability in financial capital markets. Although we believe that the assumptions inherent in forward-looking information are reasonable as of the date of this news release, these assumptions are subject to significant business, social, economic, political, regulatory, competitive and other risks and uncertainties, contingencies and other factors that could cause actual actions, events, conditions, results, performance or achievements to be materially different from those projected in the forward-looking information. The Company cautions that the foregoing list of assumptions is not exhaustive. Other events or circumstances could cause actual results to differ materially from those estimated or projected and expressed in, or implied by, the forward-looking information contained in this news release.
Additional information about the risks and uncertainties concerning forward-looking information and material factors or assumptions on which such forward-looking information is based is provided in the QuestEx Disclosure Documents. Forward-looking information is not a guarantee of future performance. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Forward-looking information involves statements about the future and is inherently uncertain, and our actual achievements or other future events or conditions may differ materially from those reflected in the forward-looking information due to a variety of risks, uncertainties and other factors, including, without limitation, those referred to in this news release and the QuestEx Disclosure Documents. For the reasons set forth above, readers and prospective investors should not place undue reliance on forward-looking information.
We do not assume any obligation to update forward-looking information, whether as a result of new information, future events or otherwise, other than as required by applicable law.
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