FIORE GOLD LTD. – ISS, INDEPENDENT PROXY ADVISOR, RECOMMENDS THAT FIORE GOLD SHAREHOLDERS VOTE FOR THE PROPOSED TRANSACTION WITH CALIBER MINING

British ColumbiaFIORE GOLD LTD. (TSXV: F) (OTCQB: FIOGF) (‘Fiore‘or the’ Company ‘) is pleased to announce that Institutional shareholder services (“ISS”) recommended that Fiore shareholders vote FOR the acquisition proposed by Caliber Mining Corp. of all issued and outstanding shares of Fiore at the next extraordinary shareholders’ meeting to be held on January 5, 2022.

ISS is a leading independent proxy advisory firm that, among other services, provides proxy voting recommendations to pension funds, investment managers, mutual funds and other institutional shareholders.

In their report, ISS said, “The transaction makes strategically sound sense as current shareholders will have the opportunity to participate in a combined entity that is expected to have a more diverse base of operating assets and pipeline projects. The combined entity will have three producing mines and sufficient liquidity on the pro forma balance sheet as well as free cash flow generation to support the growth of the company. Gold rock project in Nevada and the Eastern Borosi project in Nicaragua. In addition, the merger is expected to bring benefits through the sharing of technical expertise in pursuing exploration and development initiatives, and the merger could bring further improvements in terms of broad coverage of research analysts, liquidity. negotiation, inclusion of indices, with a view to expanding institutional shareholding. interest. ‘

ENCOUNTER FIRE

The meeting will be held on Wednesday 5 January 2022 at 09h00 (Vancouver time), in a virtual format only delivered via an online live audio webcast at https://meetnow.global/MVFSY9.

As the Meeting is virtual only, registered and non-registered shareholders will not be able to attend in person. Fiore strongly encourages all registered shareholders who wish to attend, participate and / or vote virtually online via a live webcast to carefully follow the procedures outlined in the Notice of Special Meeting of Shareholders and Information Circular of the management of the Company dated December 2, 2021 (the “Circular”), which is available on SEDAR at www.sedar.com and on the Company’s website at www.fioregold.com. If you are a non-registered shareholder, you will be able to attend, participate and / or vote at the meeting online via live webcast only if you properly appoint yourself as proxyholder in the manner specified by you. If an unregistered shareholder does not comply with these requirements, they will be able to attend the meeting online via a live webcast as a guest, but will not be able to vote or ask questions.

Shareholders are encouraged to vote before the meeting, even if they plan to attend, to ensure that their vote is received in a timely manner. Shareholders are encouraged to vote today via the Internet or by telephone, as detailed below. The proxy voting deadline is December 31, 2021 at 09h00 (Vancouver time).

At the meeting, Fiore shareholders will be invited to consider and, if they deem it appropriate, to pass a special resolution approving the transaction, which will be implemented by means of a plan of arrangement (the “ arrangement ”). The Circular contains a detailed description of the Arrangement, as well as certain additional information regarding Fiore. If the required shareholder approval is obtained at the Meeting and the other conditions for entry into force of the Arrangement are met or terminated, it is expected that the Arrangement will be completed in the first quarter of 2022.

Contact:

Phone. : 1-866-732-8683

Fax: 1-866-249-775

Web: www.investorvote.com

Caution regarding forward-looking statements

This press release contains certain “forward-looking information” and “forward-looking statements” (collectively “forward-looking statements”) within the meaning of applicable Canadian securities laws, including statements regarding current plans, intentions, beliefs and expectations. with respect to future business activities and operational performance. All statements in this press release that deal with events or developments that Fiore expected to occur in the future are forward-looking statements.

Forward-looking statements are statements that are not historical fact and are often identified by words such as “expect”, “plan”, “anticipate”, “project”, “target”, “potential”, “program”. “,” Forecast “,” budget “,” estimate “,” intend “or” believe “and similar expressions or their negative connotations, or that events or conditions” will “,” would “,” could “,” Could “,” should “or” “could occur, and include information regarding: (i) expectations as to whether the proposed acquisition of Fiore by Caliber will be achieved, including whether the conditions for the completion of the plan of arrangement will be met, or the timeline to complete the acquisition and receive the required regulatory and judicial approvals, (ii) expectations regarding the potential benefits of the acquisition and the combined company’s ability to successfully achieve business objectives, including the integration of the companies or the effects of unforeseen costs, liabilities or delays, (iii) expectations regarding additional mineral resources, development of the project and future production, (iv) expectations regarding financial soundness, free cash flow generation, transaction liquidity and capital market profile of the combined company, (v) expectations regarding exploration and the future development, growth potential of Caliber and that of Fiore operations, and (vi) expectations regarding other economic, business and / or competitive factors.

Forward-looking statements necessarily involve assumptions, risks and uncertainties, some of which go beyond that of Fiore control. These forward-looking statements are qualified in their entirety by the cautions and information on risk factors contained in the documents filed by Caliber and Fiore with Canadian securities regulators, including that of Fiore Management Information Circular Regarding the Proposed Plan of Arrangement dated December 2, 2021, Caliber and that of Fiore respective annual information form, Caliber’s financial statements and related MD&A for the year ended December 31, 2020 and its interim financial statements and related MD&A for the three and six months ended June 30, 2021, and that of Fiore financial statements and related MD&A for the year ended September 30, 2020 and its interim financial statements and related MD&A for the three and nine months ended June 30, 2021, all filed with the securities regulators of certain provinces of Canada and available in each of the calibers and that of Fiore respective profile on www.sedar.com. The risk factors are not exhaustive of the factors likely to affect Caliber and that of Fiore forward-looking statements.

Caliber and that of Fiore forward-looking statements are based on applicable assumptions and factors management believes to be reasonable as of the date hereof, based on information available to Caliber management and Fiore at such time. Caliber and Fiore assume no obligation to update forward-looking statements if circumstances or the beliefs, expectations or opinions of management should change other than as required by applicable securities laws. There can be no assurance that forward-looking statements will prove to be accurate, and actual results, performance or achievements could differ materially from those expressed or implied by such forward-looking statements. Therefore, one should not place undue reliance on forward-looking statements.


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