OSIIF - Osino Announces Receipt of Interim Order and Closing of Second and Final Tranche of Bridge Private Placement | Benzinga
VANCOUVER, British Columbia, Jan. 30, 2024 (GLOBE NEWSWIRE) -- Osino Resources Corp. (TSXV:OSI) (NSX:OSN) (FSE:RSR1) (OTCQX:OSIIF) ("Osino" or the "Company") is pleased to announce that the Supreme Court of British Columbia (the "Court") has issued an interim order (the "Interim Order") in connection with the previously announced plan of arrangement (the "Plan of Arrangement") under the Business Corporations Act (British Columbia), pursuant to which Dundee Precious Metals Inc. ("DPM") will acquire all of the issued and outstanding common shares of Osino (the "Arrangement"). For further information on the Arrangement and the definitive arrangement agreement between Osino and DPM (the "Arrangement Agreement"), please refer to the joint news release of the parties dated December 18, 2023.
Interim Order
The Interim Order authorizes, among other things, the holding of a special meeting (the "Special Meeting") of holders of securities of the Company as of the record date of January 10, 2024 (the "Securityholders"). At the Special Meeting, Securityholders will be asked to consider and, if deemed advisable, to pass a special resolution (the "Arrangement Resolution") approving the Plan of Arrangement. Pursuant to the Interim Order, the Special Meeting is scheduled to be held virtually by live webcast on March 1, 2024 at 8:30 a.m. (Vancouver time).
After, among other things, receiving external legal and financial advice in evaluating the Arrangement, and with the advice and recommendation of the special committee (the "Special Committee") of the board of directors (the "Board") of the Company, the Board unanimously determined that the Arrangement is fair to Securityholders (other than DPM) and is in the best interests of Osino, and unanimously recommends that Securityholders vote IN FAVOUR of the Arrangement Resolution at the Special Meeting.
Further details regarding the Arrangement, the Plan of Arrangement, the Special Meeting and applicable voting requirements will be included in the notice of meeting and management information circular (the "Circular") to be mailed to Securityholders in accordance with applicable laws and the Interim Order. Copies of the Circular and the related Special Meeting materials will also be made available under the Company's profile on SEDAR+ at www.sedarplus.ca.
Completion of the Arrangement remains subject to the satisfaction of a number of conditions customary for a transaction of this nature, including Securityholder approval of the Arrangement Resolution at the Special Meeting, receipt of regulatory approval of [the TSX Venture Exchange,] the Namibian Stock Exchange and the Namibian Competition Commission, and the issuance by ...