Scottie and AUX sign merger deal to consolidate Stewart mining camp in Golden Triangle
Upon completion of the Transaction, it is expected that the shareholders of AUX will own approximately 31% of the issued and outstanding shares of Scottie. Scottie’s board of directors will remain the same.
Expected benefits of the transaction
- District scale 522 km2 100% owned in the heart of the Stewart mining camp adjacent to the Pretium Resources and Ascot Resources Premier and Red Mountain deposits in the Golden Triangle (Figure 1).
- Consolidation of the Silver Crown, Independence, American Creek, Lower Bear and Bear Pass projects with Scottie’s Cambria project. The extended Cambria project will cover 27,465 contiguous hectares and include five historic mines (Molly B, Bay view, Black Hills, Blue Grouse and Terminus).
- Three advanced projects in the Stewart mining camp – Scottie Gold Mine, Georgia (including the Georgia River mine) and Cambria (including five historic mines). All three projects will be drilled during the 2021 field season, including a 12,500-meter three-rig diamond drill program at the Scottie gold mine.
- Scottie’s significant infrastructure in Stewart provide operational synergies to AUX projects.
- Scottie will be well capitalized with over $ 6 million in liquid.
“The 2021 field season will be a time of transformation for the combined company as we aggressively advance the land set with a combined 16,000 meters of diamond drilling, coupled with geophysical and geochemical surveys at the ‘property scale’, comments Brad rourke, CEO of Scottie. “Due to the complementary land lots, the consolidation of Scottie and AUX provides clear added value for the shareholders of both companies.”
Figure 1 – Combined Scottie and AUX Claims
Recommendation of the Board of Directors
Scottie’s board of directors (excluding Mr. Rourke, who is also a director of AUX) has determined that the transaction is in Scottie’s best interests and has approved the transaction.
The board of directors of AUX (excluding Mr. Rourke, who is also a director of Scottie) has determined that the transaction is in the best interests of AUX and has approved the transaction. In addition, the directors of AUX and certain shareholders have entered into voting and support agreements for which they have agreed to vote their AUX shares.
In accordance with the terms of the Agreement, the Transaction is expected to be completed through a three-angle merger under the provisions of Business Corporations Act (British Columbia) by which 1302688 B.VS. Ltd. (“Subco“), a wholly owned subsidiary of Scottie, will merge with AUX and all of the issued and outstanding common shares of AUX as a result of the amalgamation will be immediately exchanged for common shares of Scottie on a one-for-one basis. AUX options will be exchanged for warrants and options, respectively, of Scottie.Completion of the transaction is subject to a number of customary conditions met or waived by either or both of Scottie and AUX, including receiving AUX shareholder approval, as well as any required minority approvals and obtaining all necessary regulatory approvals, including approval from the TSX Venture Exchange.
Scottie and AUX are committed to completing the transaction on an expedited basis and it is expected that the annual and special general meeting of AUX shareholders to approve the proposed transaction will be held at July 2021 and, if approved and all other conditions are met, the transaction is expected to close shortly thereafter. Further information regarding the transaction will be contained in a management information circular which will be mailed to the shareholders of AUX in connection with the annual and extraordinary general meeting. All AUX shareholders are urged to read the management information circular when it becomes available, as it will contain additional important information regarding the Transaction. Following completion of the transaction, the company formed by the merger of AUX and Subco will become a wholly owned subsidiary of Scottie. There can be no assurance that the transaction will be completed as proposed or not at all.
About Scottie Resources
Scottie owns a 100% interest in the Gold Mine and Bow properties of Scottie Gold Mine and Bow and has the option to purchase a 100% interest in Summit lake claims that are contiguous to the Scottie Gold Mine property. Scottie also owns a 100% interest in the Cambria Project properties and the Sulu property. Scottie Resources owns more than 25,000 hectares of mining concessions in the Golden Triangle.
Scottie is focused on expanding known mineralization around the former producing mine while advancing near the mine’s high-grade gold targets, with the goal of providing a potential resource. All of Scottie’s properties are located in the area known as the Golden Triangle of British Columbia which is one of the most prolific mineralized districts in the world.
About AUX resources
AUX holds more than 27,000 hectares of strategic claims in the Stewart mining camp in the golden triangle of British Columbia, which is among the most prolific mineralized districts in the world, including the high-grade Georgia project and the former Georgia River mine. The Georgia River mine, which was last mined in 1939 at a gold grade of 23 g / t gold, contains 1.2 kilometers of underground access over three levels.
The technical information in this version has been read and approved by Dr. Thomas mumford, Ph.D., P.Geo., A Qualified Person as defined in National Instrument 43-101.
Neither the 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. This press release contains forward-looking statements subject to risks and uncertainties. All statements contained, except statements of historical fact, should be considered forward-looking, including, but not limited to, statements regarding the conclusion of a definitive agreement between Scottie and AUX, the time of the meeting of shareholders of AUX and approval of AUX. shareholders, the closing of the proposed transaction and the expected benefits of the transaction. Although Scottie and AUX believe that the expectations expressed in these forward-looking statements are based on reasonable assumptions, these statements are not guarantees of future performance and actual results or developments may differ materially from those of the forward-looking statements. Factors that could cause actual results to differ materially from forward-looking statements include market prices, operating and exploration successes, continued availability of capital and financing, and economic, business conditions. or general business and regulatory, shareholder and administrative approvals, processes and submission requirements. There can be no assurance that such statements will prove to be correct and, therefore, readers are urged to rely on their own assessment of these uncertainties. We assume no obligation to update any forward-looking statements.
SOURCE AUX Resources Corporation
For more information: Scottie Resources Corp .: Brad Rourke, Chief Executive Officer, +1 250 877 9902, [email protected]; AUX Resources Corporation: Ian Slater, CEO, +1 604 638 2545, [email protected]; Investor Relations Mars: +1 604 715 6845, [email protected]