With the Arrangement now complete, Excellon intends to cause the Otis Shares to be delisted from the TSX Venture Exchange
Excellon Resources Inc. (TSX:EXN, EXN.WT, OTC:EXLLF and FRA:E4X1) (“Excellon” or the “Company”) and Otis Gold Corp. (TSX-V:OOO, OTC:OGLDF, FRA:4OG) (“Otis”) are pleased to announce the successful completion of the previously-announced business combination, pursuant to which Excellon has acquired all of the issued and outstanding common shares of Otis by way of a statutory plan of arrangement under the provisions of the Business Corporations Act (British Columbia) (the “Arrangement”). The Arrangement became effective at 12:01 a.m. (Vancouver Time) on April 23, 2020 resulting in Otis becoming a wholly-owned subsidiary of Excellon.
“The world was a very different place when we announced our proposed acquisition of Otis Gold two months ago, intending to increase our precious metals exposure from 50% to over 90%,” stated Brendan Cahill, President and CEO of Excellon. “Gold has significantly outperformed the broader market and has performed its role in times of crisis admirably – preserving wealth and delivering returns in all currencies. We now aim to demonstrate the Kilgore project’s potential to host a larger, multi-million ounce opportunity and build on the project’s already impressive economics as we move towards development.”
Mr. Cahill continued, “We are grateful for the strong support of our shareholders and thank Otis’ board of directors, management and shareholders for their hard work and support of this transaction. In particular, we welcome Craig Lindsay, Roger Norwich and Mike Timmins to the board of Excellon and Alan Roberts to the management team, and I thank our departing board members, Alan McFarland, Oliver Fernandez, Daniella Dimitrov and Jacques McMullen, for their hard work, advice and commitment over the past years.”
Craig Lindsay, President and CEO of Otis stated, “We are very pleased to have closed this transaction and look forward to partnering with Excellon and its technical and management team to advance the development of the Kilgore Project. Just as importantly, I want to thank the many shareholders who have supported the growth and development of Otis over the years. Going forward, I strongly believe that our US assets combined with Excellon’s precious metals portfolio in Mexico and Germany have created a compelling investor opportunity.”
Under the terms of the Arrangement, each former shareholder of Otis is entitled to receive 0.23 of a common share of Excellon (each whole share, an “Excellon Share”) in exchange for each common share of Otis (each whole share, an “Otis Share”) held immediately prior to the effective time of the Arrangement (the “Arrangement Consideration”). Further, under the Arrangement, (i) all of the outstanding options to acquire Otis Shares (the “Otis Options”) prior to the effective time of the Arrangement were exchanged for options to acquire Excellon Shares, as adjusted in accordance with the plan of arrangement, and (ii) holders of warrants to acquire Otis Shares outstanding immediately prior to the effective time of the Arrangement will be entitled to receive, in lieu of Otis Shares, 0.23 of an Excellon Share for each warrant exercised.
To receive the Arrangement Consideration in exchange for their Otis Shares, registered shareholders of Otis must complete, sign, date and return the Letter of Transmittal that was mailed to each registered shareholder of Otis. The Letter of Transmittal is also available (i) from Otis’ depositary, TSX Trust Company, that can be contacted by telephone at: 1-866-600-5869 (North American Toll Free) / 1 416-342-1091 (outside of North America) or by e-mail at: TMXEInvestorServices@tmx.com, or (ii) on SEDAR (www.sedar.com) under Otis’ issuer profile.
With the Arrangement now complete, Excellon intends to cause the Otis Shares to be delisted from the TSX Venture Exchange (expected on or about close of markets on April 24, 2020), and Otis intends to submit an application to the applicable securities regulators to cease to be a reporting issuer and to terminate its public reporting obligations.
Source: Company Press Release