Pershimex Resources Corporation - Green Light for Abcourt Merger

VAL-D’OR, Quebec, April 24, 2023 (GLOBE NEWSWIRE) -- Pershimex Resources Corporation (“Pershimex” or the “Corporation”) (TSX VENTURE: PRO) informs its shareholders of it intends to close the proposed merger between Pershimex and Abcourt Mines Inc. (“Abcourt”) as soon as possible and no later than May 15, 2023 (the “Effective Date”). This follows the decision of its Board of Directors, upon recommendation of its Special Committee (the “Special Committee”) to proceed with the merger without Abcourt consolidating its issued and outstanding shares and changing its legal name, in particular in view of the recent improvement in Abcourt’s financial situation.

As announced in its April 4, 2023 press release, Abcourt recovered and sold 2,394 ounces of gold during the quarter ended March 31, 2023 at its Sleeping giant Mill. It was a revenue of more than $6 million (to be credited as unanticipated revenue) from this sale that led the Special Committee to conclude that Abcourt’s financial position, in conjunction with the other circumstances surrounding it, is now sufficiently favourable to close the transaction, which remains in the interest of all Pershimex stakeholders.

Pursuant to the amended merger agreement between the parties, Pershimex shareholders will receive on the Effective Date 0.5712 share of Abcourt common share that have not been consolidated for each share of Pershimex common share held. Thus, on the Effective Date, a number of 1.7507 common shares of Pershimex will be exchanged for one (1) common share of Abcourt. Pershimex’s shareholders will receive the same consideration value announced in its proxy circular dated November 18, 2022 and approved at its last special meeting of shareholders.

Loïc Bureau, Chairman of the Board of Directors, would like to thank all the shareholders, the management of the company and the partners who have believed in the gold potential of the Abitibi region for years now. “Special mention to the founder, Roger Bureau, who has managed to stay the course in exploring Quebec’s resources over the past few decades, I wish him a well-deserved retirement.”

Loïc Bureau, adds: “In recent months, the Board of Directors and the President of the Company, Robert Gagnon, have worked hard to complete a transaction for the sustainability of the company and a transition with the Abcourt team, I would like to express my gratitude. Far from being an end, this is a new chapter that begins with its challenges and above all, its opportunities”

Pershimex shares will no longer be listed on the TSXV after the merger. Abcourt shares are currently traded on the TSXV stock exchange symbol (ABI) and will be traded on the Effective Date of the merger on the TSXV stock exchange.

At the Effective Time, shareholders of Pershimex will cease to be shareholders of Pershimex, and shall solely have a right to receive the common shares of Abcourt to which they are entitled as consideration in accordance with the merger agreement. In order to receive their consideration, the holders of certificates representing shares of Pershimex shall surrender their certificates to Computershare Investor Services Inc. (the “Depositary ») together with a duly completed letter of transmittal (sent to each shareholder and also available under Pershimex’s profile on SEDAR at www.sedar.com) and any documents deemed required by the Depositary.

The shareholders holding their Pershimex shares without certificate through their intermediary account (such as a broker) shall instead follow the procedures of such intermediary in order to receive their consideration. Those shareholders should contact their intermediary if they have any questions regarding this process and to arrange for their intermediary to complete the necessary steps to ensure that they receive payment for their Pershimex Shares.

If you have any questions or require more information with regard to the procedures for completing the letter of transmittal, please contact the Depositary Toll Free (North America) at 1-800-564-6253 or Outside of North America at 1-514-982-7555. You can email the Depositary at corporateactions@computershare.com

About Pershimex Resources Corporation

Pershimex Resources Corporation is a mining exploration and development corporation with projects located primarily in the Abitibi region of Québec, Canada, focusing on the discovery and development of high-grade gold deposits.

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Warning

Neither 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 the information contained in this press release.

Facts stated in this press release that are not historical facts are “forward-looking statements” and readers are cautioned that such statements are not guarantees of success and that future developments and results may differ from those projected in such forward-looking statements.