Correcting and Replacing: Eagle Plains Clarifies Record Date Details For Proposed Spin-out Transaction
Cranbrook, B.C., March 16, 2023: Further to its news release dated March 1, 2023 ("News Release"), Eagle Plains Resources Ltd. (TSX-V:EPL) ("EPL" or "Eagle Plains") wishes to clarify a statement made in the News Release relating to the record date for the proposed Spin-Out Transaction (as defined in the News Release).
In the News Release, Eagle Plains stated the following:
The record date for the Spin-out Transaction (i.e. the cut-off date for eligible EPL securityholders to receive a 1/3 spin-out share of Eagle Royalties) is expected to be March 17, 2023.
For clarity, only securityholders who hold Eagle Plains securities at the close of business on the record date (i.e., March 17, 2023) will be eligible to vote on the Spin-Out Transaction.
To further clarify, all Eagle Plains shareholders who hold Eagle Plains shares as at the effective date of the Spin-Out Transaction will be eligible to receive one-third (1/3) of a share of Eagle Royalties for each Eagle Plains share so held. Subject to obtaining requisite approvals for the Spin-Out Transaction, the effective date of the Spin-Out Transaction is expected to be in or around late April, 2023. Management regrets any confusion that may have resulted.
On behalf of the board of directors of Eagle Plains,
"Tim J. Termuende"
President and CEO
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.
Cautionary Note Regarding Forward-Looking Statements
This news release contains "forward-looking information" and "forward-looking statements" (collectively, the "forward-looking statements") within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes", an or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements.
In this news release, forward-looking statements relate, among other things, to the terms and conditions of the expected closing timeline of the proposed Transactions. This forward-looking statement reflects the EPL's current beliefs and is based on information currently available to it and on assumptions EPL's management believes to be fair and reasonable. These assumptions include but are not limited to, the ability of the parties to complete the proposed Spin-Out Transaction at all or in a timely manner; the satisfactory fulfilment of all of the condition's precedent prior to giving effect to the proposed Spin-Out Transaction; and the receipt of all required securityholder approval, court approval and other regulatory approvals for the proposed Spin-Out Transaction.
Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance, or achievements to be materially different from those expressed or implied by such forward-looking information. Such risks and other factors may include, but are not limited to, general business, economic, competitive, political, and social uncertainties; general capital market conditions and market price for securities; and the delay or failure to receive board, shareholder, court, or regulatory approvals, as applicable. A description of additional risk factors that may cause actual results to differ materially from forward-looking information can be found in EPL's disclosure documents on the SEDAR at www.sedar.com. Although EPL has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking statements in this news release, there may be other factors that could cause results not to be as anticipated, estimated or intended. Readers are cautioned that the foregoing list of factors is not exhaustive. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Except as required by law, EPL does not assume any obligation to update the forward-looking statements should they change.