18:06:52 EDT Sat 04 Jul 2020
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Balmoral Resources Ltd
Symbol BAR
Shares Issued 178,398,041
Close 2020-05-08 C$ 0.69
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Balmoral holders approve acquisition by Wallbridge

2020-05-08 08:41 ET - News Release

Mr. Darin Wagner reports


An overwhelming majority of the securityholders who cast votes at the special meeting of Balmoral Resources Ltd. yesterday afternoon in Vancouver, B.C., and on-line have voted in favour of the special resolution approving the arrangement with Wallbridge Mining Co. Ltd. originally announced March 2, 2020 (see Balmoral news release R20-04). In total 99.4 per cent of the Balmoral securityholders who cast ballots voted to approve the arrangement. Under the terms of the arrangement, Wallbridge will, among other things, acquire all of the issued and outstanding shares of Balmoral, with Balmoral shareholders receiving 0.71 of a common share of Wallbridge for each issued and outstanding common share of Balmoral currently held.

In connection with Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions of the Canadian Securities Administrators, the special resolution approving the arrangement was also passed by a simple majority of the votes cast by the securityholders, and shareholders separately, either in person or represented by proxy at the meeting, excluding votes cast by persons whose votes may not be included in determining minority approval of a business combination, namely the 2,822,834 common shares and 2,910,500 options held by Darin Wagner, as applicable.

"We are pleased that the securityholders of Balmoral have accepted the Board's recommendation and voted over 99 per cent in favour of the proposed acquisition of Balmoral by Wallbridge," said Darin Wagner, president and chief executive officer of Balmoral. "The combination of Balmoral's property assets -- including our recent high-grade gold discoveries -- with Wallbridge's development-stage Fenelon property, strong treasury and development experience will create a well-funded, strongly backed Canadian-focused exploration and development company with the assets and skills to become an important player in the Canadian gold exploration business. With the exciting growth potential of the Area 51 gold system, the near-term production potential of Fenelon and a promising portfolio of advanced to early-stage, drill-ready exploration projects we believe our shareholders will be well positioned to continue to benefit from the strong global gold market."

Court approval of the arrangement will be sought at a hearing for a final order scheduled for Wednesday, May 13, 2020. The application will most likely be by teleconference. Any person who wishes to participate should follow the direction set out in the March 20, 2020, interim order which requires response material (a response to petition, outline of submissions and any other material to be relied on) to be sent to Balmoral's counsel by 4 p.m. Vancouver time on May 8, 2020. Such material should be sent to the following e-mail address: martin.palleson@gowlingwlg.com or delivered to Gowling WLG (Canada) LLP, 550 Burrard St., Suite 2300, Vancouver, B.C., V6C 2B5 (attention: Martin Palleson). If response material is sent or delivered in accordance with the interim order, counsel will provide information on how to participate in the hearing by e-mail so a return e-mail address or telephone number should be provided in the material sent or delivered. Assuming the receipt of court approval, and that all other conditions to the completion of the arrangement are satisfied or waived, the arrangement is expected to be completed on or about Friday, May 22, 2020. It is anticipated that the common shares of Balmoral would then be delisted from the Toronto Stock Exchange on or about May 25, 2020. The Vancouver offices of Balmoral will remain open for a period of one to two months following the completion of the arrangement to assist Balmoral securityholders with any transition-related issues.

About Balmoral Resources Ltd.

Balmoral is a multiaward-winning Canadian-focused exploration company exploring a portfolio of gold and base metal properties located within the prolific Abitibi greenstone belt. The company's flagship Detour gold trend project hosts the resource-stage Bug and Martiniere West gold deposits, the Grasset nickel-copper-cobalt-PGE (platinum group element) deposit and a series of exciting new gold discoveries which form part of the recently discovered Area 51 gold system. Employing a drill-focused exploration style in one of the world's pre-eminent mining jurisdictions, Balmoral has followed an established formula with a goal of maximizing shareholder value through the discovery and definition of high-grade, Canadian gold and base metal assets.

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