VANCOUVER. BC, Jan. 6, 2025
/CNW/ - Filo Corp. (TSX: FIL) (Nasdaq First North
Growth Market: FIL) (OTCQX: FLMMF) ("Filo" or the
"Company") is pleased to announce that the deadline for
registered shareholders (the "Registered Shareholders") of
the issued and outstanding common shares of Filo (the "Filo
Shares") and for holders of stock options of Filo (the
"Optionholders") to make elections in respect of the
consideration receivable pursuant to the Arrangement (as defined
below) is 5:00 P.M. (Toronto Time) on
January 9, 2025 (the "Election
Deadline"). PDF Version
The letter of transmittal and election form (the "Letter of
Transmittal") outlines the necessary documentation and
information required to be sent to the depositary for the
Arrangement, Computershare Investor Services Inc. (the
"Depositary"), by each Registered Shareholder and
Optionholder in order to receive the consideration to which they
are entitled under the Arrangement, and make an election with
respect to the form of consideration they wish to receive. For
complete instructions, please refer to the Letter of Transmittal
previously mailed to Registered Shareholders and Optionholders on
December 12, 2024 and also available
under Filo's profile on SEDAR+ at www.sedarplus.ca and on the
Company's corporate website at
http://filocorp.com/investors/corporate-filings/.
All elections and deposits made under a Letter of Transmittal
are irrevocable and may not be withdrawn. However, an election made
under a Letter of Transmittal on or prior to the Election Deadline
may be changed by depositing a new Letter of Transmittal with the
Depositary on or prior to the Election Deadline. Should the
Arrangement not proceed for any reason, the deposited certificates
and/or DRS advices representing Filo Shares (if applicable) and
other relevant documents shall be returned.
The Letter of Transmittal is for use by Registered Shareholders
and Optionholders only. Beneficial (nonregistered) shareholders
whose Filo Shares are registered in the name of a broker,
investment bank, bank, trust company, custodian, nominee or other
intermediary (each, an "Intermediary") should contact that
Intermediary for instructions and assistance in making an
election.
Shareholders who hold Filo Shares directly or indirectly through
the central securities depository in Sweden run by Euroclear Sweden AB
("Euroclear Holders") do not need to submit a Letter of
Transmittal. For complete instructions for Euroclear Holders,
please refer to the press release of the Company dated December 11, 2024.
Filo is also pleased to announce that it has obtained all key
regulatory approvals required to complete the previously announced
arrangement involving, among others, the Company, BHP Investments
Canada Inc. ("BHP"), a wholly-owned subsidiary of BHP Group
Limited, and Lundin Mining Corporation (TSX: LUN) (OMX: LUMI)
("Lundin Mining", and together with BHP, the "Purchaser
Parties"), pursuant to which the Purchaser Parties will, among
other things, acquire all of the Filo Shares not already owned by
the Purchaser Parties and their respective affiliates (the
"Arrangement").
Subject to the satisfaction or waiver of the remaining
conditions to implementing the Arrangement, it is expected that the
Arrangement will close on or about January
15, 2025.
Following completion of the Arrangement, the Filo Shares will be
delisted from the Toronto Stock Exchange and the Nasdaq First North
Growth Market. An application will also be made for the Company to
cease to be a reporting issuer in the applicable jurisdictions
following completion of the Arrangement.
About Filo Corp.
Filo is a Canadian exploration and development company focused
on advancing its 100% owned Filo del Sol copper-gold-silver deposit
located in San Juan Province, Argentina and adjacent Region III,
Chile. The Company's shares
are listed on the Toronto Stock
Exchange and Nasdaq First North Growth
Market under the trading symbol "FIL", and on
the OTCQX under the symbol "FLMMF".
Additional Information
The Company's certified adviser on the Nasdaq First North Growth
Market is Bergs Securities AB, +46 8 506 51703,
rutger.ahlerup@bergssecurities.se.
The information contained in this news release was accurate at
the time of dissemination, but may be superseded by subsequent news
release(s).
The information was submitted for publication by the contact
persons below on January 6, 2025 at
1:00 am EST.
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CAUTIONARY NOTE REGARDING FORWARD-LOOKING
INFORMATION:
This press release may contain certain
"forward-looking information" and "forward-looking statements"
(collectively "forward-looking information") within the meaning of
applicable securities legislation. All statements, other than
statements of historical fact, included herein, including, without
limitation, the consummation and timing of the Arrangement; the
satisfaction of the conditions precedent to the Arrangement; the
expected timing of closing of the Arrangement; and the expected
timing of delisting from stock exchanges, may be
forward-looking information. Forward-looking information is
frequently, but not always, identified by words such as "expects",
"anticipates", "believes", "intends", "estimates", "potential",
"possible", and similar expressions, or statements that events,
conditions, or results "will", "may", "could", or "should" occur or
be achieved.
Forward-looking information involves various risks and
uncertainties. There can be no assurance that such information will
prove to be accurate, and actual results and future events could
differ materially from those anticipated in such information.
Important factors that could cause actual results to differ
materially from the Company's expectations include failure to
satisfy or waive the closing conditions to the Arrangement; changes
in laws, regulations and government practices; government
regulation of mining operations; environmental risks; and other
risks and uncertainties disclosed in the Company's periodic filings
with Canadian securities regulators and in other Company reports
and documents filed with applicable securities regulatory
authorities from time to time, including the Company's Annual
Information Form available under the Company's profile at
www.sedarplus.ca. The Company's forward-looking information
reflects the beliefs, opinions, and projections on the date the
statements are made. The Company assumes no obligation to update
the forward-looking information or beliefs, opinions, projections,
or other factors, should they change, except as required by
law.
SOURCE Filo Corp.