Far Resources to seek shareholder OK for spinout
2017-10-04 09:33 ET - News Release
Mr. Keith Anderson reports
FAR RESOURCES PROVIDES UPDATE ON PLAN OF ARRANGEMENT
Far Resources Ltd. has provided an update on its previously announced plan of arrangement.
All shareholders of record as of Oct. 20, 2017, will be entitled to vote on a special resolution approving the plan of arrangement at an annual general and special meeting to be held on Tuesday, Dec. 5, 2017. Details of the plan of arrangement will be provided in a management information circular that will be mailed to all eligible Far Resources shareholders in November.
Upon completion of the plan of arrangement, eligible Far Resources shareholders will hold shares in two companies: Far Resources, which will be dedicated to advancing the Zoro lithium property, and a new company (SpinCo), which will pursue the Winston gold project located in Sierra county, New Mexico. Upon completion of the plan of arrangement, each eligible Far Resources shareholder will hold one Far Resources share in the capital of the company and a pro rata share of the SpinCo shares to be distributed under the plan of arrangement based on a conversion factor to be determined.
Following the meeting, the board of directors of Far Resources will set a share distribution record date to determine those shareholders who will receive the SpinCo shares. As of the share distribution record date, each Far Resources shareholder will receive his or her pro rata share of the common shares in SpinCo subject to the conversion factor and, at the same time, will continue to hold the same number of Far Resources shares that they held prior to the plan of arrangement.
After the plan of arrangement, shareholders of Far Resources will hold an interest in two operating companies and will benefit from the company's plan to list the SpinCo shares on a stock exchange that will ultimately provide shareholders the opportunity to realize the benefit of additional liquidity in their investments.
The plan of arrangement is subject to approval by the company's shareholders at the meeting. It will also be subject to court and regulatory approval. The company will provide full details of the plan of arrangement in the information circular that will be mailed to eligible shareholders and will be made available on SEDAR. Further details will be provided to shareholders and other stakeholders by news releases.
The company also announces that it will issue 10,000 common shares in the equity of the company at a deemed price of 30 cents per share to an outside consultant who is assisting the company with the implementation of the plan of arrangement.
About Far Resources Ltd.
Far Resources, an exploration company focused on the identification and development of high-potential mineral opportunities in stable jurisdictions, has two option agreements in place. The Zoro lithium property covers a number of known lithium pegmatite occurrences and is located near Snow Lake, Man. The second option is on the Winston property in New Mexico, United States. Far Resources has optioned its wholly owned Tchentlo Lake property in British Columbia, Canada, to Alchemist Mining Inc.
