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Genius Properties Ltd. Announces Results of Annual Meeting of Shareholders of Cerro de Pasco Resources

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES SAINT-SAUVEUR, Québec, July 19, 2018 (GLOBE NEWSWIRE) -- Genius Propert

articleCerro De Pasco Resources, Inc.July 19, 20185/company/cerro-de-pasco-resources-inc/news/genius-properties-ltd-announces-results-of-annual-meeting-of-shareholders-of-cerro-de-pasco-resources
Genius Properties Ltd. Announces Results of Annual Meeting of Shareholders of Cerro de Pasco Resources

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[{"type":"text","content":" NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES SAINT-SAUVEUR, Québec, July 19, 2018 (GLOBE NEWSWIRE) -- Genius Properties Ltd. (CSE:GNI)(CSE:GNI.CN)(CNSX:GNI) (\"Genius\" or the \"Corporation\") is pleased to announce the results of voting at the annual meeting of shareholders (\"AGM\") of Cerro de Pasco Resources S.A.  (“Cerro de Pasco”) held on July 13, 2018 in Lima, Peru. 47,099,939 common shares or 80.12% of Cerro de Pasco issued and outstanding shares were represented in person or by proxy at the AGM. Shareholders unanimously approved the proposed transaction which will result in a merger of Genius and Cerro de Pasco (the “Proposed Transaction”). Upon completion of the Proposed Transaction, shareholders of Cerro de Pasco will receive 176,360,232 Common Shares of Genius. The shares will be held by Computershare Trust Company of Canada, as escrow agent (the \"Escrow Agent\"), and will be automatically released from escrow based on the following schedule: Release dates % to be released   November 1, 2018 2 % February 1, 2019 5 % August 1, 2019 15 % February 1, 2020 15 % August 1, 2020 15 % February 1, 2021 15 % August 1, 2021 15 % February 1, 2022 18 % Notwithstanding the above escrow release schedule, in the event the Corporation’s market capitalization is over $200,000,000 and the average daily volume for the prior 10 days is over 250,000 shares per day then the remaining escrow will be released. Genius Annual and Special Meeting of ShareholdersAt the annual and special meeting of shareholders of Genius held on July 6, 2018 (“Genius Meeting”), shareholders of Genius reappointed Raymond Chabot Grant Thornton LLP, Chartered Accountants as the auditors of the Corporations. Genius Meeting was adjourned to July 26, 2018. Matters on the agenda of the meeting will be considered at the reconvened Genius Meeting. Management of Genius will seek approval for a proposed “spin-off” (the “Spin-Off”) of all of the mining properties of Genius to Genius Metals Inc. / Métaux Genius Inc., a new wholly-owned subsidiary of Genius incorporated under the laws of Canada (“SpinCo”) and the distribution of the shares of SpinCo to the Shareholders of Genius, and for a reverse take-over (the “Reverse Take-Over”) involving Cerro de Pasco Resources S.A. (“Cerro de Pasco”), following which the name of G...

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