TORONTO, ONTARIO -Anaconda Mining Inc. (“Anaconda”) (TSX: ANX) and Orex Exploration Inc. (“Orex”) (TSX VENTURE: OX) are pleased to announce that the leading ISS (Institutional Investor Services Provider) advisory firm (“ISS”) has recommended to Anaconda shareholders and security holders, Orex to vote FOR resolutions on the proposed plan of arrangement approved by the Court involving Anaconda and Orex pursuant to which Anaconda will purchase 100% of the shares of Orex and the shareholders of Orex will receive 0.85 of one common share Anaconda for each Orex common share (the “Arrangement”). In addition, consulting firm Glass, Lewis & Co. LLC (“Glass Lewis” Anaconda to vote FOR the resolution with respect to the Arrangement. Glass Lewis did not make any recommendation to the securityholders of Orex on the proposed Arrangement.
In recommending that Orex securityholders vote FOR the resolutions relating to the Arrangement at the Orex Shareholders’ Meeting, the ISS report states: “The proposed Arrangement is of strategic interest as it will result in A combination of two companies to create a low-cost, diversified gold producer, and Orex faces significant uncertainty about the continuation of its operations (as indicated by its auditors). With greater access to capital markets and, by receiving common shares of Anaconda, current Orex shareholders will be able to participate in the potential developments and future opportunities for growth of the resulting company. “
In addition, ISS recommends that the shareholders of Anaconda vote FOR the resolution authorizing the amalgamation of the common shares of Anaconda at the Anaconda shareholders’ meeting; “The share consolidation should have no direct impact on shareholder value and could improve the long-term growth prospects of the combined business by expanding its sources of financing. […] Constant low trading prices of the combined company’s shares may place it under the investment criteria of many institutions, thereby limiting the potential capital contribution for the combined company and its prospects for raising new capital According to its needs “.
In his report, Glass Lewis says, “Strategically, the proposed merger will allow Anaconda to expand its portfolio of high-grade mineral resources in stable and favorable mining jurisdictions. […] The addition of the Orex Goldboro project should also extend the longevity of Anaconda […]. In addition, Anaconda expects to be able to accelerate the development of the Goldboro project at a lower capital cost than a stand-alone project thanks to the existing facilities at Anaconda’s port, plant and tailings ponds. “
If the Arrangement is completed, existing shareholders of Anaconda and Orex will hold approximately 54.9% and 45.1% of the combined company, respectively, on an undiluted basis.
“We are very pleased that ISS and Glass Lewis are recommending that the shareholders of Anaconda and the holders of the shares of Anaconda Orex shares vote in favor of the proposed business combination of Anaconda and Orex. We firmly believe that this arrangement will create a stronger business that will benefit all shareholders. “
Jonathan Fitzgerald, President and Chief Executive Officer of Orex, said, “The support of these major proxy advisory firms confirms the recommendations of the Boards of Directors of Anaconda and Orex that the shareholders of Anaconda and the Orex securityholders should vote in favor of the proposed Arrangement “.
We encourage all shareholders of Anaconda and the securityholders of Orex to read the joint management information circular relating to the Arrangement that was sent to shareholders of record on March 27, 2017 and is available on SEDAR at At www.sedar.com . This circular prepared by Anaconda and Orex contains a detailed description of the Arrangement.
The Board of Directors of Anaconda unanimously recommends that the shareholders of Anaconda vote FOR the Share Resolution Resolution and the Resolution on the Combination at the Anaconda Meeting (these resolutions being defined in Joint Circular).
The Board of Directors of Orex unanimously recommends that the shareholders of Orex vote FOR the Resolution on the Continuation and the Resolution on the Arrangement at the Orex Meeting (these resolutions being defined in the Joint Circular) .
The shareholders of Anaconda and Orex are invited to vote before the deadline for the filing of proxies at 1:00 pm (Eastern time) on Thursday, May 4, 2017.
If you need assistance completing your proxy, visit our Kingsdale Advisors (” Kingsdale “) , our strategic advisor and senior advisor, by phone at 1-888-518-1557 toll-free in North America or call 416-867- 2272 outside of North America or by e-mail to [email protected] . Kingsdale provides shareholder support in English and French.
ABOUT ANACONDA MINING INC.
Anaconda is a growth-oriented gold mining and exploration company with a production project called the Point Rousse Project and three exploration and development projects, the Viking and Great Northern Projects and the Tilt Cove Property, Located in Newfoundland.
The Point Rousse Project is approximately 6,300 hectares on the Ming’s Bight Peninsula in the mining district of Baie Verte, Newfoundland, Canada. Since 2012, Anaconda has increased tenfold its control of properties on the peninsula as well as its gold production to nearly 16,000 ounces per year. In an effort to increase production, Anaconda is currently exploring three high potential gold projects that are approximately 20 kilometers in lateral length and include five depots and numerous prospects and indices, all within 8 km of the Pine plant Cove. A second project, called the 350-acre Tilt Cove property, is located approximately 60 kilometers by road from the Pine Cove plant,
Anaconda also controls the Viking and Great Northern projects, which cover approximately 6,225 and 6,375 hectares respectively, in White Bay, Newfoundland, approximately 100 kilometers by inland waterway (180 kilometers) Of Pine Cove. The Viking project contains the Thor deposit and other gold prospects and indices, and the Great Northern project includes numerous gold prospects and indices in a geological setting similar to the Viking project. Anaconda’s objective is to discover and develop more resources in these sectors to substantially increase annual production at the Pine Cove plant, which currently processes nearly 16,000 ounces.
As the only gold producer in Atlantic Canada, Anaconda Mining turns rock into a profitable resource. With a young and motivated workforce, innovative technologies and support from local suppliers, Anaconda invests in the people of Newfoundland and Labrador and gives back to the communities in which we operate – building a better future For all our partners.
ABOUT OREX EXPLORATION INC.
Orex is a mineral exploration company established in the province of Quebec, Canada. Orex’s principal asset is the Goldboro project, located in Nova Scotia, in which it has a 100% interest. The Goldboro Project is located approximately 180 kilometers northwest of Halifax on the east coast of Nova Scotia. The property includes 37 contiguous claims covering 600 hectares.
Mineral resources occur in three adjacent spatial areas along the Upper Seal Harbor anticline. These comprise the entire Goldboro deposit and consist of the Boston Richardson zone, the East Goldbrook zone and the West Goldbrook zone.
Source: Orex Exploration Inc.