Latest news with #TSX-V
Yahoo
3 hours ago
- Business
- Yahoo
Angus Gold Reminds Shareholders of Upcoming Special Meeting and Provides Additional Disclosure Regarding Shareholder Approval Requirements
TORONTO, June 02, 2025 (GLOBE NEWSWIRE) -- Angus Gold Inc. (TSX-V: GUS | OTC: ANGVF) ('Angus' or the 'Company') reminds shareholders of its upcoming special meeting (the 'Special Meeting') to vote on the proposed arrangement transaction (the 'Arrangement') with Wesdome Gold Mines Ltd. ('Wesdome'), announced on April 7, 2025 and to be held on June 19, 2025. Shareholders must submit proxies by 5:00 p.m. (Toronto time) on June 17, 2025. Angus encourages all shareholders to vote as soon as possible. Following a review of the Company's information circular dated May 7, 2025 (the 'Circular') by the Ontario Securities Commission ('OSC'), Angus is also providing additional disclosure regarding the shareholder approval requirements under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ('MI 61-101'). At the date of the Arrangement agreement and as of the record date of May 7, 2025 (the 'Record Date'), Wesdome owned 6,300,000 common shares of Angus, representing 10.4% of the outstanding shares. As a result, Wesdome is a 'related party' under MI 61-101, and, as noted in the Circular, the Arrangement constitutes a 'business combination.' Accordingly, in addition to the 66 2/3% shareholder approval required under corporate law, the Arrangement requires 'minority approval'—meaning approval by a majority of votes cast at the Special Meeting, excluding shares held by interested parties and related parties (each as defined under MI 61-101. All 6,300,000 Angus common shares held by Wesdome will be excluded from minority approval given it is a related party to the Company. In addition, as disclosed in the Circular, Patrick Langlois and Dennis Peterson, who collectively hold 5,375,000 Angus common shares, are considered interested parties under MI 61-101, and their Angus shares will therefore be excluded from the minority approval vote. Each of the members of the Angus special committee and board of directors were aware of, and received advice with respect to, the application of MI 61-101 to the Arrangement in light of Wesdome's related party status. As of the Record Date, 60,331,050 Angus common shares were outstanding. Shareholders holding approximately 36.5% of these common shares have entered into voting support agreements in favour of the Arrangement, representing approximately 34.3% of the common shares eligible to vote for purposes of minority approval under MI 61-101. The OSC also requested clarification of a reference to the mix of cash and share consideration in the 'Background to the Arrangement' section of the Circular. During negotiations, Wesdome proposed that Angus shareholders receive a mix of cash and Wesdome shares instead of all Wesdome shares. After a thorough review by the special committee and its independent legal and financial advisors, the special committee recommended—and the Angus board agreed—that this mixed‐consideration approach would provide greater certainty of value while still allowing shareholders to benefit from any upside in Wesdome's share price. As the definitive agreements progressed, the parties agreed to finalize the exact cash and share mix, with the price and exchange ratio fixed on April 5, 2025. About Angus Gold: Angus Gold Inc. is a Canadian mineral exploration company focused on the acquisition, exploration, and development of highly prospective gold properties. The Company's flagship project is the Golden Sky Project in Wawa, Ontario. The Project is immediately adjacent to the Eagle River Mine of Wesdome Gold Mines Ltd. ('Wesdome'). On behalf of Angus Gold Inc., Breanne BehPresident and Chief Executive Officer INQUIRIES:Lindsay Dunlop, Vice President Investor RelationsEmail: info@ 647-259-1790Company Website: TSXV: GUS | USOTC: ANGVF 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. Forward-Looking Statements This news release contains 'forward-looking information' which may include, but is not limited to, statements with respect to the future financial and operating performance of the Company and its projects. Often, but not always, forward-looking statements can be identified by the use of words such as 'plans', 'expects', 'is expected', 'budget', 'scheduled', 'estimates', 'forecasts', 'intends', 'anticipates', or 'believes' or variations (including negative 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 statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Forward-looking statements contained herein are made as of the date of this press release and the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements or information contained in this press release include, but are not limited to, statements or information with respect to: (i) expectations regarding whether the proposed Arrangement will be consummated, including whether conditions to the consummation of the Arrangement will be satisfied, or the timing for completing the Transaction, (ii) expectations for the effects of the Arrangement or the ability of the combined company to successfully achieve business objectives, including integrating the companies or the effects of unexpected costs, liabilities or delays, (iii) the potential benefits and synergies of the Arrangement, and (iv) expectations for other economic, business, and/or competitive factors. Furthermore, should one or more of the risks, uncertainties or other factors materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements or information. These risks, uncertainties and other factors including those risk factors discussed in the sections titled 'Cautionary Note Regarding Forward Looking Information' and 'Risks and Uncertainties' in the Company's most recent Annual Information Form. Readers are urged to carefully review the detailed risk discussion in our most recent Annual Information Form which is available on SEDAR+ and on the Company's in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
3 hours ago
- Business
- Yahoo
Angus Gold Reminds Shareholders of Upcoming Special Meeting and Provides Additional Disclosure Regarding Shareholder Approval Requirements
TORONTO, June 02, 2025 (GLOBE NEWSWIRE) -- Angus Gold Inc. (TSX-V: GUS | OTC: ANGVF) ('Angus' or the 'Company') reminds shareholders of its upcoming special meeting (the 'Special Meeting') to vote on the proposed arrangement transaction (the 'Arrangement') with Wesdome Gold Mines Ltd. ('Wesdome'), announced on April 7, 2025 and to be held on June 19, 2025. Shareholders must submit proxies by 5:00 p.m. (Toronto time) on June 17, 2025. Angus encourages all shareholders to vote as soon as possible. Following a review of the Company's information circular dated May 7, 2025 (the 'Circular') by the Ontario Securities Commission ('OSC'), Angus is also providing additional disclosure regarding the shareholder approval requirements under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ('MI 61-101'). At the date of the Arrangement agreement and as of the record date of May 7, 2025 (the 'Record Date'), Wesdome owned 6,300,000 common shares of Angus, representing 10.4% of the outstanding shares. As a result, Wesdome is a 'related party' under MI 61-101, and, as noted in the Circular, the Arrangement constitutes a 'business combination.' Accordingly, in addition to the 66 2/3% shareholder approval required under corporate law, the Arrangement requires 'minority approval'—meaning approval by a majority of votes cast at the Special Meeting, excluding shares held by interested parties and related parties (each as defined under MI 61-101. All 6,300,000 Angus common shares held by Wesdome will be excluded from minority approval given it is a related party to the Company. In addition, as disclosed in the Circular, Patrick Langlois and Dennis Peterson, who collectively hold 5,375,000 Angus common shares, are considered interested parties under MI 61-101, and their Angus shares will therefore be excluded from the minority approval vote. Each of the members of the Angus special committee and board of directors were aware of, and received advice with respect to, the application of MI 61-101 to the Arrangement in light of Wesdome's related party status. As of the Record Date, 60,331,050 Angus common shares were outstanding. Shareholders holding approximately 36.5% of these common shares have entered into voting support agreements in favour of the Arrangement, representing approximately 34.3% of the common shares eligible to vote for purposes of minority approval under MI 61-101. The OSC also requested clarification of a reference to the mix of cash and share consideration in the 'Background to the Arrangement' section of the Circular. During negotiations, Wesdome proposed that Angus shareholders receive a mix of cash and Wesdome shares instead of all Wesdome shares. After a thorough review by the special committee and its independent legal and financial advisors, the special committee recommended—and the Angus board agreed—that this mixed‐consideration approach would provide greater certainty of value while still allowing shareholders to benefit from any upside in Wesdome's share price. As the definitive agreements progressed, the parties agreed to finalize the exact cash and share mix, with the price and exchange ratio fixed on April 5, 2025. About Angus Gold: Angus Gold Inc. is a Canadian mineral exploration company focused on the acquisition, exploration, and development of highly prospective gold properties. The Company's flagship project is the Golden Sky Project in Wawa, Ontario. The Project is immediately adjacent to the Eagle River Mine of Wesdome Gold Mines Ltd. ('Wesdome'). On behalf of Angus Gold Inc., Breanne BehPresident and Chief Executive Officer INQUIRIES:Lindsay Dunlop, Vice President Investor RelationsEmail: info@ 647-259-1790Company Website: TSXV: GUS | USOTC: ANGVF 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. Forward-Looking Statements This news release contains 'forward-looking information' which may include, but is not limited to, statements with respect to the future financial and operating performance of the Company and its projects. Often, but not always, forward-looking statements can be identified by the use of words such as 'plans', 'expects', 'is expected', 'budget', 'scheduled', 'estimates', 'forecasts', 'intends', 'anticipates', or 'believes' or variations (including negative 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 statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Forward-looking statements contained herein are made as of the date of this press release and the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements or information contained in this press release include, but are not limited to, statements or information with respect to: (i) expectations regarding whether the proposed Arrangement will be consummated, including whether conditions to the consummation of the Arrangement will be satisfied, or the timing for completing the Transaction, (ii) expectations for the effects of the Arrangement or the ability of the combined company to successfully achieve business objectives, including integrating the companies or the effects of unexpected costs, liabilities or delays, (iii) the potential benefits and synergies of the Arrangement, and (iv) expectations for other economic, business, and/or competitive factors. Furthermore, should one or more of the risks, uncertainties or other factors materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements or information. These risks, uncertainties and other factors including those risk factors discussed in the sections titled 'Cautionary Note Regarding Forward Looking Information' and 'Risks and Uncertainties' in the Company's most recent Annual Information Form. Readers are urged to carefully review the detailed risk discussion in our most recent Annual Information Form which is available on SEDAR+ and on the Company's in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
8 hours ago
- Business
- Yahoo
Montero to hold Special Meeting of Shareholders to approve C$15 million Distribution
TORONTO, June 02, 2025 (GLOBE NEWSWIRE) -- Montero Mining and Exploration Ltd. (TSX-V: MON) (OTCPK: MXTRF) ('Montero' or the 'Company') reminds shareholders that a Special Meeting of Shareholders (the 'Meeting') will be held at 9:30am EDT on Wednesday, June 11, 2025, at the offices of Peterson McVicar LLP at 110 Yonge Street, Suite 1601, Toronto, Ontario, Canada. Shareholders will vote on a proposed approximately C$15 million distribution, on a pro rata basis, through a reduction in stated capital (the 'Distribution'). These funds represent part of the net proceeds from the Company's US$27 million settlement with the United Republic of Tanzania, which resolved the dispute over the expropriation of the Wigu Hill rare earth element project. The Company's management information circular dated May 7, 2025 (the 'Circular') outlines the details of the proposed Distribution. Shareholders are encouraged to vote in advance of the Meeting. To guarantee a vote is recorded, kindly submit the proxy by 9.30 am EDT on Monday, June 9, 2025, in accordance with the instructions provided in the proxy form. The Circular, form of proxy and related meeting materials can be accessed on Montero's issuer profile on SEDAR+ at as well as Montero's website About MonteroMontero Mining and Exploration Ltd. is a Canadian exploration company with a focus on mineral development in emerging markets. The Company recently concluded a US$27 million settlement with the Government of Tanzania, bringing closure to the dispute over the expropriated Wigu Hill rare earth project. Montero holds the Avispa copper-molybdenum project in northern Chile and is currently advancing the project through exploration. The Company's board and management have a strong track record in discovering and developing precious metal and base metal projects. Montero is listed on the TSX Venture Exchange under the symbol MON and has 8,353,833 Common Shares and 741,667 stock options outstanding. Montero Mining and Exploration Ltd. Dr. Tony Harwood, President, and Chief Executive OfficerE-mail: ir@ Tel: +1 604 428 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. All figures are in Canadian dollars unless otherwise noted. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release includes certain "forward-looking information" within the meaning of applicable Canadian securities laws. 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'. Such information is based on information currently available to Montero and Montero provides no assurance that actual results will meet management's expectations. Forward-looking information by its very nature involves inherent risks and uncertainties that may cause the actual results, level of activity, performance, or achievements of Montero to be materially different from those expressed or implied by such forward-looking information. Actual results relating to, among other things, the Corporation's deployment of capital, business prospects, strategies, regulatory developments, future commodity prices, exchange rates, satisfactory arrangements for the payment of legal expenses, the ability of the Company to find suitable exploration projects, results of exploration, project development, reclamation and capital costs of Montero's mineral properties, and financial condition and prospects, all of which could differ materially from those currently anticipated in such statements for many reasons such as: the inability to receive shareholder approval for the Distribution; changes in general economic conditions and conditions in the financial markets; changes in demand and prices for minerals; litigation, legislative, environmental and other judicial, regulatory, political and competitive developments; technological and operational difficulties encountered in connection with Montero's activities; and other matters discussed in this news release and in filings made with securities regulators. This list is not exhaustive of the factors that may affect any of Montero's forward-looking statements. These and other factors should be considered carefully and accordingly, readers should not place undue reliance on forward-looking information. Montero does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
Yahoo
8 hours ago
- Business
- Yahoo
Montero to hold Special Meeting of Shareholders to approve C$15 million Distribution
TORONTO, June 02, 2025 (GLOBE NEWSWIRE) -- Montero Mining and Exploration Ltd. (TSX-V: MON) (OTCPK: MXTRF) ('Montero' or the 'Company') reminds shareholders that a Special Meeting of Shareholders (the 'Meeting') will be held at 9:30am EDT on Wednesday, June 11, 2025, at the offices of Peterson McVicar LLP at 110 Yonge Street, Suite 1601, Toronto, Ontario, Canada. Shareholders will vote on a proposed approximately C$15 million distribution, on a pro rata basis, through a reduction in stated capital (the 'Distribution'). These funds represent part of the net proceeds from the Company's US$27 million settlement with the United Republic of Tanzania, which resolved the dispute over the expropriation of the Wigu Hill rare earth element project. The Company's management information circular dated May 7, 2025 (the 'Circular') outlines the details of the proposed Distribution. Shareholders are encouraged to vote in advance of the Meeting. To guarantee a vote is recorded, kindly submit the proxy by 9.30 am EDT on Monday, June 9, 2025, in accordance with the instructions provided in the proxy form. The Circular, form of proxy and related meeting materials can be accessed on Montero's issuer profile on SEDAR+ at as well as Montero's website About MonteroMontero Mining and Exploration Ltd. is a Canadian exploration company with a focus on mineral development in emerging markets. The Company recently concluded a US$27 million settlement with the Government of Tanzania, bringing closure to the dispute over the expropriated Wigu Hill rare earth project. Montero holds the Avispa copper-molybdenum project in northern Chile and is currently advancing the project through exploration. The Company's board and management have a strong track record in discovering and developing precious metal and base metal projects. Montero is listed on the TSX Venture Exchange under the symbol MON and has 8,353,833 Common Shares and 741,667 stock options outstanding. Montero Mining and Exploration Ltd. Dr. Tony Harwood, President, and Chief Executive OfficerE-mail: ir@ Tel: +1 604 428 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. All figures are in Canadian dollars unless otherwise noted. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release includes certain "forward-looking information" within the meaning of applicable Canadian securities laws. 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'. Such information is based on information currently available to Montero and Montero provides no assurance that actual results will meet management's expectations. Forward-looking information by its very nature involves inherent risks and uncertainties that may cause the actual results, level of activity, performance, or achievements of Montero to be materially different from those expressed or implied by such forward-looking information. Actual results relating to, among other things, the Corporation's deployment of capital, business prospects, strategies, regulatory developments, future commodity prices, exchange rates, satisfactory arrangements for the payment of legal expenses, the ability of the Company to find suitable exploration projects, results of exploration, project development, reclamation and capital costs of Montero's mineral properties, and financial condition and prospects, all of which could differ materially from those currently anticipated in such statements for many reasons such as: the inability to receive shareholder approval for the Distribution; changes in general economic conditions and conditions in the financial markets; changes in demand and prices for minerals; litigation, legislative, environmental and other judicial, regulatory, political and competitive developments; technological and operational difficulties encountered in connection with Montero's activities; and other matters discussed in this news release and in filings made with securities regulators. This list is not exhaustive of the factors that may affect any of Montero's forward-looking statements. These and other factors should be considered carefully and accordingly, readers should not place undue reliance on forward-looking information. Montero does not undertake to update any forward-looking information, except in accordance with applicable securities in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
13 hours ago
- Business
- Yahoo
Solar Alliance Energy, Inc. Announces Q1 Earnings, Continued Progress
(figures in Canadian dollars) TORONTO and KNOXVILLE, Tenn., June 02, 2025 (GLOBE NEWSWIRE) -- Solar Alliance Energy Inc. ('Solar Alliance' or the 'Company') (TSX-V: SOLR, OTC: SAENF), a leading solar energy solutions provider focused on the commercial and utility solar sectors, announces it has filed its unaudited financial results for the three months ended March 31, 2025. The Company's Financial Statements and related Management's Discussion and Analysis are available under the Company's profile at 'Solar Alliance's main activity in Q1 2025, was the build-out of a large solar energy project for major repeat customer located in Kentucky. Due to unusually severe weather in Kentucky, which included widespread flooding, power outages, and tornadoes throughout the state, the project experienced delays in the quarter. This led to a reduced level of activity and a decline in revenues to $835,609, in Q1 2025 compared to $1,604,326, in Q1 2024. 'As the severe weather setbacks subside, the company is coordinating closely with our client and our partners to expedite delivery of the project,' said CEO Brian Timmons. 'This contract is expected to be concluded in the second quarter of 2025.' 'Solar Alliance continues to see strong demand for commercial solar projects, and we remain focused on these larger projects, and community solar projects to generate meaningful growth. In addition to executing on larger projects, to the Company continues to service a steady flow of renewable energy projects for small and medium-sized businesses in rural communities. Looking ahead, we continue to target full-year profitability for 2025 as we focus on opportunities in the Southeast U.S commercial solar sector,' concluded Timmons. Key financial highlights for Q1, 2024 Revenue for the three months ended March 31, 2025, was $835,609 compared to $1,604,326 in the comparative period in 2024. Cost of sales of $882,092 (Q1, 2024: $1,01,4394) resulting in a gross deficit of $46,483 (Q1, 2024: profit $585,932). Net deficit of $474,277 (Q1, 2024: Net Income $141,303). Cash balance of $13,111. Total expenses of $424,065 (Q1, 2024: $451,188).The Company continues to target larger customers for solar system sales and installations, specifically for utility and commercial customers. The Company's business development activity is now engaged in assessing specific projects of a scale up to 5MWs. The board believes the Company has a competitive advantage and can offer a compelling proposition in this segment of the market. In this regard, the Company's track record and engagement with local power companies and progressive, high-quality corporate customers evidences its capacity to successfully undertake solar projects in the multi-megawatt range. While pursuing a determined, new focus on larger, commercial and local community solar projects, with a view to accelerating growth rapidly, the Company will continue, as a base level activity, to service the demand from small and medium-sized businesses in rural communities. The strength of demand for projects at this size level could be impacted by curtailment of certain incentives, referred to below, arising from budgetary developments arising from the current political background, referred to below. Corporate growth opportunities. The Company is also pursuing corporate opportunities to expand through partnerships, joint ventures or other initiatives that meet the Company's criteria of profitability, market opportunity and strong management teams. Brian Timmons, CEO For more information: Investor RelationsBrian Timmons, CEO1.865 888 9925btimmons@ About Solar Alliance Energy Inc. ( Solar Alliance is an energy solutions provider focused on the commercial, utility and community solar sectors. Our experienced team of solar professionals reduces or eliminates customers' vulnerability to rising energy costs, offers an environmentally friendly source of electricity generation, and provides affordable, turnkey clean energy solutions. Solar Alliance's strategy is to ultimately build, own and operate our own solar assets while also generating stable revenue through the sale and installation of solar projects to commercial and utility community words 'would', 'will', 'expected' and 'estimated' or other similar words and phrases are intended to identify forward-looking information. Forward-looking information in this news release includes, but is not limited to, statements with respect to the resumption of trading of the Company's common shares. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the Company's actual results, level of activity, performance or achievements to be materially different than those expressed or implied by such forward-looking information. Such factors include but are not limited to: the ability to complete the Company's projects on schedule or at all, uncertainties related to the ability to raise sufficient capital; changes in economic conditions or financial markets; litigation, legislative or other judicial, regulatory, legislative and political competitive developments; technological or operational difficulties; the ability to maintain revenue growth; the ability to execute on the Company's strategies; the ability to complete the Company's current and backlog of solar projects; the ability to grow the Company's market share; the high growth rate of the US solar industry; the ability to convert the backlog of projects into revenue; the expected timing of the construction and completion of the 1500 kW Kentucky solar projects; the targeting of larger customers; the ability to predict and counteract the effects, should they re-emerge, of COVID-19 on the business of the Company, including but not limited to the effects of COVID-19, on the construction sector, capital market conditions, restriction on labour and international travel and supply chains; potential corporate growth opportunities and the ability to execute on the key objectives in 2025. Consequently, actual results may vary materially from those described in the forward-looking statements.
