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Wallbridge Mining: Special Meeting of Shareholders to Approve Return of Capital from Spin-Out Transaction with Archer Exploration
TORONTO, Aug. 16, 2022 (GLOBE NEWSWIRE) -- Wallbridge Mining Company Limited (TSX: WM, OTCQX:WLBMF) (“Wallbridge” or the “Company”) has scheduled a special meet
About this update from Wallbridge Mining Co. Ltd.
[{"type":"text","content":" TORONTO, Aug. 16, 2022 (GLOBE NEWSWIRE) -- Wallbridge Mining Company Limited (TSX: WM, OTCQX:WLBMF) (“Wallbridge” or the “Company”) has scheduled a special meeting of shareholders (the “Special Meeting”) for 4:30 pm on October 18, 2022. The Special Meeting is related to the proposed distribution of Archer Exploration Corp. (CSE: RCHR) (“Archer”) shares to Wallbridge shareholders. As announced on July 13, 2022, Wallbridge has entered into a definitive agreement (the “Agreement”) with Archer, under which Archer will acquire all of Wallbridge’s property, assets, rights, and obligations related to its portfolio of nickel assets, including the Grasset property (the “Transaction”). Under the terms of the Agreement, Wallbridge will receive 198,635,786 common shares of Archer (“Archer Shares”), valued using the July 12, 2022, closing price of Archer Shares, at C$53.6 million. Wallbridge shareholders of record will receive a pro-rata distribution in the form of Archer Shares (the “Distribution”) within 60 days of closing of the Transaction, such that following the Distribution, the Company will retain an approximately 19.9% basic ownership interest in Archer (after giving effect to, among other things, the private placement of securities to raise gross proceeds of not less than $10,000,000 to be carried out by Archer on or before closing of the Transaction). At the Special Meeting, Wallbridge shareholders will be asked to approve a special resolution authorizing and approving a reduction of the stated capital account of the common shares of Wallbridge for the purposes of effecting a return of capital to Wallbridge shareholders by way of the Distribution, and will not be asked to approve the Distribution or the Transaction themselves. Further information regarding the special resolution, including Canadian tax matters, will be made available on SEDAR at www.sedar.com and www.wallbridgemining.com in due course. Marz Kord, Wallbridge’s President and CEO, commented: “We believe the Transaction is a major milestone in the evolution of Wallbridge while providing a substantial, tangible benefit to our shareholders via a return of capital in the form of Archer shares. First, it immediately unlocks the value of the Company’s non-gold assets. It puts that value back in the hands of Wallbridge shareholders, giving them near-term liquidity and grow...