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Angus Shareholders Approve Arrangement With Wesdome

MWN-AI** Summary

On June 19, 2025, Angus Gold Inc. (TSX-V: GUS, OTC: ANGVF) announced that a significant majority of its shareholders approved a statutory arrangement with Wesdome Gold Mines Ltd. The resolution was supported by approximately 99.8% of votes cast during a special meeting, indicating strong shareholder confidence in the transaction.

The voting results highlighted that out of 60.3 million eligible shares, approximately 43.2 million shares (71.67%) were voted, with 99.84% favoring the arrangement. Notably, the votes included considerations mandated by Multilateral Instrument 61-101 to protect minority security holders, which excluded certain shares held by Wesdome and key individuals. When these exclusions were applied, about 31.6 million shares (64.88%) voted, with 99.78% in favor of the resolution.

With the shareholder approval secured, Angus plans to seek final court approval for the arrangement from the Ontario Superior Court of Justice, which is scheduled for June 25, 2025. The transaction is anticipated to close around June 27, 2025. Upon completion, shareholders of Angus will receive 0.0096 of a Wesdome common share along with $0.62 in cash for each Angus common share they hold, effectively making Angus a wholly-owned subsidiary of Wesdome.

Angus Gold, focused on strategic gold properties in Canada, particularly the Golden Sky Project near Wawa, Ontario, is poised for a new chapter through this partnership. Further details on the transaction and its implications are available in the management information circular filed on SEDAR+, ensuring transparency for stakeholders. As the financial landscape evolves, the upcoming court decision and transaction completion will be pivotal for both companies moving forward.

MWN-AI** Analysis

The recent shareholder approval for the arrangement between Angus Gold Inc. and Wesdome Gold Mines Ltd. is a significant milestone that may have broad implications for both companies and their investors. With an overwhelming 99.8% approval voting in favor, the transaction reflects strong shareholder confidence in the merger and strategic growth it represents.

From a market perspective, this transaction is crucial for Angus Gold as it transitions into a wholly-owned subsidiary of Wesdome, enhancing its capital structure and operational capabilities. Shareholders can expect to receive 0.0096 of a Wesdome common share and $0.62 in cash for each Angus share held, which provides immediate liquidity and positions them in a larger, potentially more stable gold mining entity. Given the current commodity landscape, where gold prices have shown resilience against inflation and economic uncertainty, combining the resources and operational strengths of both companies may create synergies that can optimize costs and enhance production.

Investors should consider the strategic advantages this merger offers. The integration of Angus' projects, such as the Golden Sky Project, adjacent to Wesdome’s Eagle River mine, could lead to operational efficiencies and increased resource extraction potential. Moreover, the anticipated court approval and timely closing of the transaction are pivotal. Successful completion is likely to bolster investor confidence, which could drive up the stock price of Wesdome as the market incorporates the benefits of a larger, more diversified portfolio.

However, investors should remain vigilant. The transaction is still subject to customary closing conditions and court approval, introducing a layer of risk. Monitoring these developments closely will be essential for stakeholders.

In conclusion, the approved arrangement showcases a promising future for both companies, creating a more robust platform for growth in an evolving gold market. Investors should weigh the potential benefits with the inherent risks associated with such corporate transformations.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: GlobeNewswire

TORONTO, June 20, 2025 (GLOBE NEWSWIRE) -- Angus Gold Inc. (TSX-V: GUS, OTC: ANGVF) (“ Angus ” or the “ Company ”) is pleased to announce that its shareholders (the “ Shareholders ”) have approved the resolution required to consummate the previously announced statutory arrangement under the Business Corporations Act (Ontario) (the “ Transaction ”) with Wesdome Gold Mines Ltd. (“ Wesdome ”). At Angus’ special meeting of Shareholders held on June 19, 2025 (the “ Meeting ”), the resolutions supporting the Transaction were approved by approximately 99.8% of the votes cast by Shareholders present or represented by proxy at the Meeting.

Voting Results

The following is a detailed breakdown of the voting results of the Meeting:

Shareholder vote :

Total Common Share Eligible to be Voted 60,331,050
Common Shares Voted Total (%) 43,241,013 (71.67%)
Total Shares Voted FOR Arrangement Resolution 43,172,113
Percent of Shares Voted FOR Arrangement Resolution 99.84%


Shareholder vote, excluding votes attached to shares held by Wesdome, Patrick Langlois and Dennis Peterson which are required to be excluded pursuant to Multilateral Instrument 61-101
– Protection of Minority Security Holders in Special Transactions :

Total Common Share Eligible to be Voted 48,656,050 (1)
Common Shares Voted Total (%) 31,566,013 (64.88%)
Total Shares Voted FOR Arrangement Resolution 31,497,113
Percent of Shares Voted FOR Arrangement Resolution 99.78%

Note:
(1)   For more information on excluded votes, refer to the Company’s press release dated June 2, 2025.

Anticipated Timeline for Completion of the Transaction

With Shareholder approval, Angus will seek a final order from the Ontario Superior Court of Justice (“ Court ”) to approve the plan of arrangement expected to be held on June 25, 2025. The Transaction remains subject to final court approval and the satisfaction of certain other customary closing conditions for transactions of this nature. The Transaction is expected to close on or about June 27, 2025.

At closing, each Angus Shareholder (other than any dissenting Angus Shareholders and Wesdome) will receive 0.0096 of a Wesdome common share and $0.62 in cash for each Angus common share held. Following the completion of the Transaction at the end of June, Angus will become a wholly-owned subsidiary of Wesdome.

Further Information

For further information regarding the Transaction, please refer to the management information circular dated May 7, 2025, which is filed under the Company’s profile on SEDAR+ ( www.sedarplus.ca ).

About Angus Gold

Angus is a Canadian mineral exploration company focused on the acquisition, exploration, and development of highly prospective gold properties. The Company’s flagship project, which is the Golden Sky Project near Wawa, Ontario, is situated immediately adjacent to Wesdome’s Eagle River mine.

Contacts
Breanne Beh Lindsay Dunlop
President and CEO Vice President, Investor Relations
Phone: +1.807.356.6330 Phone: +1.647.259.1790
Email: bbeh@angusgold.com Email: info@angusgold.com

Forward-Looking Statements

This news release contains “forward-looking information” which may include, but is not limited to, statements with respect to the future financial and operating performance of the Company and its projects. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, or “believes” or variations (including negative variations) of such words and phrases, or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Forward-looking statements contained herein are made as of the date of this press release and the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements.

Forward-looking statements or information contained in this press release include, but are not limited to, statements or information with respect to: (i) the consummation and timing of the Transaction, (ii) the satisfaction of the conditions precedent to the Transaction, (iii) expectations regarding the timing, receipt and anticipated effects of court approval and other consents and approvals (including receipt of all applicable stock exchange approvals), (iv) the impact of the Transaction on Angus, Wesdome and their respective shareholders and other stakeholders, and (v) expectations for other economic, business, and/or competitive factors.

Furthermore, should one or more of the risks, uncertainties or other factors materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements or information. These risks, uncertainties and other factors including those risk factors discussed in the sections titled “Cautionary Note Regarding Forward Looking Information” and “Risks and Uncertainties” in the Company’s most recent Annual Information Form. Readers are urged to carefully review the detailed risk discussion in our most recent Annual Information Form which is available on SEDAR+ and on the Company’s website.


FAQ**

How will the statutory arrangement with Wesdome Gold Mines Ltd. impact the future operations and valuation of Angus Gold Inc. GUS:CC following their expected transition to a wholly-owned subsidiary?

The statutory arrangement with Wesdome Gold Mines Ltd. is likely to enhance Angus Gold Inc.'s operational capabilities and valuation by providing increased resources, expertise, and market access, positioning it for growth as a wholly-owned subsidiary.

What are the specific risks and uncertainties associated with the completion of the transaction between Angus Gold Inc. GUS:CC and Wesdome Gold Mines Ltd. that may affect shareholder confidence?

The risks and uncertainties associated with the Angus Gold Inc. and Wesdome Gold Mines Ltd. transaction include potential regulatory hurdles, integration challenges, fluctuating gold prices, changes in operational costs, and impacts on future exploration and development efforts, which may affect shareholder confidence.

Can you elaborate on the anticipated benefits for Angus Gold Inc. GUS:CC shareholders after receiving Wesdome shares and cash as part of the arrangement approved on June 19, 2025?

Angus Gold Inc. GUS:CC shareholders are expected to benefit from enhanced liquidity and potential value appreciation as they receive Wesdome shares and cash, aligning their interests with a larger entity and providing access to increased resources and growth opportunities.

What steps is Angus Gold Inc. GUS:CC taking to ensure compliance with the customary closing conditions required for the transaction, and how does it plan to address potential dissenting shareholder concerns?

Angus Gold Inc. is actively engaging with regulatory bodies to meet closing conditions and is implementing a shareholder engagement strategy to address dissenting concerns through transparent communication and potential adjustments to its proposal.

**MWN-AI FAQ is based on asking OpenAI questions about Angus Gold Inc. (OTC: ANGVF).

Angus Gold Inc.

NASDAQ: ANGVF

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