02:35:53 EST Sat 06 Dec 2025
Enter Symbol
or Name
USA
CA



South American Silver Corp
Symbol SAC
Shares Issued 115,294,433
Close 2013-12-06 C$ 1.18
Market Cap C$ 136,047,431
Recent Sedar Documents

S.A. Silver shareholders OK High Desert acquisition

2013-12-09 15:43 ET - News Release

Mr. Ralph Fitch reports

SOUTH AMERICAN SILVER CORP. SHAREHOLDERS APPROVE PLAN OF ARRANGEMENT

South American Silver Corp. shareholders today approved the previously announced continuance of SASC under the Business Corporations Act (British Columbia) and the plan of arrangement, pursuant to which SASC will exchange each of its SASC common shares for one SASC Class A share and one SASC Class B non-voting share, and acquire all of the issued and outstanding shares of High Desert Gold Corp. (HDGC) that it does not already own in an all-share transaction. The resolution approving the continuance was approved by over 99 per cent of the votes cast by SASC shareholders present in person or by proxy at the meeting. The resolution approving the arrangement was approved by over 99 per cent of the votes cast by SASC shareholders present in person or by proxy at the meeting.

At a separate meeting also held today, the shareholders of HDGC also approved the arrangement and the continuance of HDGC under the BCBCA.

Under the arrangement, each SASC shareholder will exchange each of its SASC common shares for one SASC Class A share and one SASC Class B non-voting share. The Class A shares (to be redesignated as common shares) will carry voting, dividend and liquidation rights similar to SASC's current common shares, while the Class B non-voting shares will be non-voting and non-participating in regard to dividend and liquidation rights but will entitle the holders collectively to 85 per cent of the net cash proceeds received from any award or settlement in connection with the continuing dispute with Bolivia related to its expropriation of the Malku Khota project. The remaining 15 per cent of the net cash proceeds received from any award or settlement will be retained by the combined company.

Also under the arrangement, SASC will acquire each issued and outstanding shares of HDGC that it does not already own in exchange for 0.275 of a SASC Class A share (to be redesignated as part of the arrangement as common shares). HDGC shareholders (other than SASC) will receive 0.275 of a SASC Class A share for each HDGC share they hold. SASC currently owns 16,077,000 common shares of HDGC (18.5 per cent on an undiluted basis). Upon completion of the arrangement, SASC shareholders and HDGC shareholders will own approximately 85.7 per cent and 14.3 per cent, respectively, of the Class A shares of the postarrangement entity.

The Toronto Stock Exchange has conditionally approved the arrangement including the listing of the Class B shares to be issued thereunder.

For further details about the arrangement, please see SASC's management information circular dated Nov. 7, 2013, and the SASC press release dated Oct. 21, 2013, each of which is available on SEDAR.

While both SASC and HDGC shareholders have approved the plan of arrangement, the transaction remains subject to the approval of the Supreme Court of British Columbia. The application to the Supreme Court of British Columbia to obtain the final court order approving the arrangement is expected to be heard on or about Dec. 19, 2013. Assuming court approval is obtained and that all other conditions to the arrangement are satisfied or waived, the arrangement is expected to become effective on or about Dec. 20, 2013.

We seek Safe Harbor.

© 2025 Canjex Publishing Ltd. All rights reserved.