Almadex shareholders approve spinout

By Dr. Morgan Poliquin reports / May 08, 2018 / www.stockwatch.com / Article Link

Dr. Morgan Poliquin reports

ALMADEX SHAREHOLDERS APPROVE SPINOUT TRANSACTION; ALMADEX UPDATES TRANSACTION TIMING

Shareholders at Almadex Minerals Ltd.'s special meeting of shareholders held today in Vancouver have voted 99.97 per cent in favour of a special resolution approving a statutory plan of arrangement under Section 288 of the Business Corporations Act (British Columbia) to spin out Almadex's early-stage exploration projects, royalty interests and certain other assets into 1154229 B.C. Ltd. as described in Almadex's management information circular, dated April 6, 2018.

The transaction remains subject to final court approval and acceptance from the TSX Venture Exchange, and is expected to be completed on or about May 18. Shareholders at the end of the day prior to the effective date will be subject to the terms of the plan of arrangement as detailed herein.By way of background, under the terms of the plan of arrangement, the shareholders of Almadex (which will be renamed Azucar Minerals Ltd. upon closing of the transaction) will receive common shares in Spinco by way of a share exchange, pursuant to which each existing share of Almadex is exchanged for one new share of Almadex and one Spinco share. Optionholders of Almadex will receive replacement options of Almadex and options of Spinco which are proportionate to, and reflective of the terms of, their existing options of Almadex. Warrantholders of Almadex will have their existing warrants remain outstanding in accordance with their terms, and will, in lieu of being exercisable for one Almadex share, become exercisable for one new Almadex share and one Spinco share.Spinco has applied to list the Spinco shares on the TSX Venture Exchange.

Almadex looks forward to providing more detail on the transaction in the coming days. Please refer to the circular for more detailed information, available on SEDAR.

About AlmadexMinerals Ltd.

Almadex Minerals is an exploration company that holds a large mineral portfolio consisting of projects and NSR (net smelter return) royalties in Canada, the United States and Mexico.

We seek Safe Harbor.

© 2018 Canjex Publishing Ltd. All rights reserved.

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