Cornerstone Files Management Information Circular for Proposed Arrangement with SolGold
13 December 2022 - 11:45PM
Cornerstone Capital Resources Inc. (“Cornerstone”)
(TSXV:CGP; OTC:CTNXF; FWB:GWN1) is pleased to
announce that it has filed and commenced mailing its management
information circular (the “
Circular”) and
related materials in connection with the special meeting
(the “
Meeting”) of Cornerstone shareholders
(the “
Shareholders”) to be held in
virtual-only format via live webcast at 9:00 a.m. (Eastern Time) on
January 9, 2023 to approve the previously-announced plan of
arrangement (the “
Arrangement”) with SolGold
plc (LSE:SOLG; TSX:SOLG) (“
SolGold”), all as more
particularly described in the Circular.
The Circular provides important information
regarding the Arrangement and related matters, including the
background to the Arrangement, the reasons for unanimous
recommendation of the board of directors of Cornerstone (the
“Board of Directors”), voting procedures and how
to virtually attend the Meeting. Shareholders are urged to read the
Circular and its appendices carefully and in their entirety. The
Circular and the related materials in connection with the Meeting
are being mailed to Shareholders in compliance with applicable laws
and interim order of the Court of King’s Bench of Alberta granted
on December 6, 2022 and are available under Cornerstone’s issuer
profile on SEDAR at www.sedar.com.
The Board of Directors unanimously recommends
that the Shareholders vote FOR the
Arrangement.
SolGold Update
Since announcement of the Arrangement, SolGold
has raised gross proceeds of US$86 million through royalty and
equity financings. SolGold is well positioned to advance the
ongoing strategic review process while continuing to advance and
de-risk the world class Cascabel project.
In connection with SolGold’s upcoming annual
general meeting, not in connection with the Arrangement, to be held
on December 22, 2022, Cornerstone is pleased to report that it has
voted FOR all resolutions proposed to be approved by SolGold
shareholders.
Greg Chamandy, Chairman of Cornerstone, and
Brooke Macdonald, Chief Executive Officer of Cornerstone jointly
stated:
“We are highly supportive of SolGold’s new
strategic direction led by Scott Caldwell focused on maximizing
shareholder value. We remain convinced that combining forces with
SolGold will unlock significant value for all shareholders. Since
announcing the merger, the SolGold board has acted swiftly to
position the combined company on a path that is in the best
interest of all shareholders.”
About Cornerstone
Cornerstone Capital Resources Inc. is a mineral
exploration company with a diversified portfolio of projects in
Ecuador and Chile, including a direct & indirect interest in
the Cascabel gold-enriched copper porphyry in northwest Ecuador
For further information, please
contact:CornerstoneBrooke Macdonald
(CEO)ir@cornerstoneresources.ca
Cautionary Notice:
This news release contains forward-looking
statements which constitute “forward‑looking information” within
the meaning of applicable Canadian securities legislation. This
forward-looking information includes or relates to, among other
things: the anticipated timing of the Meeting, SolGold’s annual
general meeting and the mailing of materials in connection with the
Meeting (including the Circular) to Shareholders; SolGold’s plans,
intentions and future activities to advance the ongoing strategic
review process and to continue to advance and de-risk the Cascabel
project; the anticipated benefits of SolGold’s new strategic
direction and of the Arrangement; and the anticipated timing,
structure, results and benefits of the strategic review process.
Generally, forward‑looking information can be identified by the use
of forward-looking terminology such as "plans", "expects" or "does
not expect", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate", or
"believes", or variations of such words and phrases or state that
certain actions, events or results "may", "could", "would", "might"
or "will be taken", "occur" or "be achieved".
Forward‑looking information involves and is
subject to known and unknown risks, uncertainties and other factors
beyond Cornerstone’s control that may cause the actual results to
be materially different from those expressed or implied by such
forward‑looking information, including but not limited to:
transaction risks; general business, economic, competitive,
political and social uncertainties; future mineral prices;
accidents, labour disputes and shortages and other risks of the
mining industry. Although Cornerstone has attempted to identify
important factors that could cause actual results to differ
materially from those contained in forward-looking information,
there may be other factors that cause results not to be as
anticipated, estimated or intended. There can be no assurance that
such information will prove to be accurate, as actual results and
future events could differ materially from those anticipated in
such statements. Accordingly, readers should not place undue
reliance on any forward-looking information. Cornerstone does not
undertake any obligation to disseminate any updates or revisions to
such forward-looking information, except as required by the
policies of the TSX Venture Exchange or in accordance with
applicable Canadian securities laws.
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 this release.
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