23:54:05 EDT Sun 28 Apr 2024
Enter Symbol
or Name
USA
CA



Sama Resources Inc
Symbol SME
Shares Issued 219,768,440
Close 2023-06-29 C$ 0.16
Market Cap C$ 35,162,950
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Sama shareholders approve spinout of SRQ unit

2023-06-30 11:31 ET - News Release

Dr. Marc-Antoine Audet reports

SAMA RESOURCES INC. ANNOUNCES APPROVAL OF PLAN OF ARRANGEMENT

At today's annual and special meeting of shareholders, Sama Resources Inc.'s shareholders voted in favour of a special resolution to approve the previously announced plan of arrangement, pursuant to which, among other things, the common shares of its subsidiary, SRQ Resources Inc., will be spun out and distributed to the shareholders, subject to the terms and conditions of an arrangement agreement dated May 17, 2023.

The arrangement required approval by at least two-thirds of the votes cast by shareholders present in person or represented by proxy at the meeting.

A total of 84,235,195, or 38.33 per cent, of the company's issued and outstanding common shares at the record date (May 19, 2023) were represented in person or by proxy at the meeting.

Of the votes cast with respect to the arrangement, an aggregate of 83,150,996 were voted in favour of the arrangement, representing approximately 99.98 per cent of the votes cast on the resolution. Twenty thousand votes were cast against the arrangement resolution, representing approximately 0.02 per cent of the total votes cast.

Completion of the arrangement remains subject to court approval as well as other customary closing conditions. It is expected that the company will apply for a final order of the Quebec Superior Court of Justice (commercial division) approving the arrangement on July 20, 2023. Assuming that the conditions to closing are satisfied, it is expected that the arrangement will be completed in the month of August, 2023. Following completion of the arrangement, SRQ intends on listing its common shares on the TSX Venture Exchange. Any such listing remains subject to the approval of the TSX-V.

The company is also pleased to announce that all nominees listed in the management information circular dated May 29, 2023, were elected as directors of the company at the meeting.

Seven directors were elected, as shown in the associated table.

Quentin Markin was appointed as a new member to the board of directors to replace Govind Friedland, who did not stand for re-election. The company thanks Mr. Friedland for his contributions to the board in the past years and wishes him well in his future endeavours.

The following resolutions were also passed at the meeting.

The proposal to reappoint PricewaterhouseCoopers LLP as auditor of the company for the ensuing year and authorize the directors to fix its remuneration.

Votes for:  84,205,195 (99.96 per cent)

Votes withheld/abstained:  30,000 (0.04 per cent)

The reapproval of the company's stock option plan.

Votes for:  83,429,611 (99.88 per cent)

Votes against:  101,385 (0.12 per cent)

The adoption by SRQ of an omnibus equity incentive compensation plan, in the form appended to the circular.

Votes for:  70,583,946 (84.50 per cent)

Votes against:  12,947,050 (15.50 per cent)

About Sama Resources Inc.

Sama is a Canadian-based, growth-oriented resource company focused on exploring the Samapleu nickel-copper project in Ivory Coast, West Africa. The company is managed by experienced industry professionals with a strong record of discovery. Sama is committed to developing and exploiting the Samapleu nickel-copper and platinum group element resources.

Sama's projects are located approximately 600 kilometres northwest of Abidjan in Ivory Coast and are flanked to the west by the Ivorian and Guinean borders. Sama's projects are located adjacent to the large world-class nickel-cobalt laterite deposits of Sipilou and Foungouesso, forming a 125 km long new base metal camp in West Africa.

Sama owns a 70-per-cent interest in the Samapleu nickel-copper project in Ivory Coast, with its joint venture partner Ivanhoe Electric owning 30 per cent. Ivanhoe Electric has the option to purchase up to a 60-per-cent interest in the project.

We seek Safe Harbor.

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