Western Resources Reports AGM Results & Approves Subscription Agreement
March 29 2022 - 9:37AM
Western Resources Corp. (TSX: WRX) (“Western” or “the
Company”) is pleased to announce that its shareholders
approved all items put before them at the Company’s Annual General
and Special Shareholder Meeting (“AGM”) held on March 28,
2022. The approved items are:
1. Fixed the number of directors of the Company
at 6;2. The election of Bill (Wenye) Xue, George (Xiang) Gao,
Weimin Wang, Guy Bentinck, Andrew Hancharyk and Yujia Ren to the
Board. A total of 107,693,679 common shares, representing 57.54% of
the issued and outstanding common shares of the Company, were
present in person or by proxy at the meeting. The approximate
number of those votes “For” each director, the approximate
"Percentage" of the total votes cast and the
"Withheld/Abstain" votes for each director are shown as below:
Director |
For |
Percentage |
Withheld/Abstain |
Bill Xue |
107,516,004 |
99.84% |
|
177,675 |
George Gao |
107,511,284 |
99.83% |
|
182,395 |
Weimin Wang |
107,592,759 |
99.91% |
|
100,920 |
Guy Bentinck |
107,552,099 |
99.87% |
|
141,580 |
Andrew Hancharyk |
107,551,069 |
99.87% |
|
142,610 |
Yujia Ren |
107,527,584 |
99.85% |
|
166,095 |
3. The appointment of MNP LLP as auditors of the
Company at a remuneration to be fixed by the directors; and4. The
approval of the Subscription Agreement with Vantage Chance Ltd.
(“Vantage”), with a total of 107,465,763 common shares voting “FOR”
the deal, representing 99.79% of the issued and outstanding common
shares of the Company voted at the meeting by ballot and by proxy.
Under the Subscription Agreement, Vantage commits to invest
C$80,000,000 in a newly formed Western Potash Holdings Corp.
(“WPHC”) and receive in exchange an aggregate of 54% of the issued
and outstanding common shares of WPHC, with the remaining 46% of
the WPHC common shares to be held by Western.
The elected Board members thereafter appointed
Mr. Mark Fracchia into the Board. The new Board then elected Mr.
Bill Xue as Chairman of the Company and Chair of the Executive
Committee, Mr. Mark Fracchia as Chair of the Nominating and
Governance Committee, Mr. Guy Bentinck as Chair of the Audit
Committee and Mr. Andrew Hancharyk as Chair of the Corporate
Disclosure Policy Committee. Mr. Arthur Ma from China BlueChemical
Ltd. and Mr. Hailin Yu from Guoxin International Investment Corp.
Ltd. are re-appointed as Board Observers.
The Company welcomes Mr. Fracchia to Western’s
board. Mr. Fracchia brings over 30 years of management, executive,
director and solution mining experience to the Company. He was
President of PCS Potash at PortashCorp (now Nutrien) from 2014 to
his retirement in January 2018. After the closing of the investment
transaction with Vantage, Mr. Fracchia will serve as Chair of
Western Potash Corp.’s Executive Committee. The Board is confident
that Mr. Fracchia will play a very important role in helping the
Company to ensure that its Milestone Project will remain on
path.
Western’s Chairman Bill Xue said, “We are very
pleased to have Mr. Fracchia to join our Board. The new Board
structure now becomes more reasonable covering strategic,
financial, technical, legal and corporate management. I am excited
to see the approval of the financing deal at the Shareholders
Meeting, I want to take this opportunity to thank our dedicated
team members, contractors and vendors for their kind understanding
and strong support over the past two years when Western Potash was
experiencing a challenging time. We look forward to the completion
of the project financing in the days ahead. I am confident that
Western will be able to deliver a successful and innovative potash
project to the Province of Saskatchewan.”
About Western Resources Corp.Western Resources
Corp. (TSX: WRX) (“the Company”) and the Company’s wholly owned
subsidiary Western Potash Corp. are constructing Canada’s newest
and most innovative, environmentally friendly and capital-efficient
potash mine. This will be the first potash mine in the world that
will leave no salt tailings at the surface, thereby reducing the
water consumption by half as well as significantly improving energy
efficiency. The Phase I Project is under construction and will form
the basis for further expansion.
ON BEHALF OF THE BOARD OF DIRECTORS
Bill XueChairman
Cautions Regarding Forward-Looking Statements
Certain statements contained in this news
release constitute forward-looking information within the meaning
of applicable Canadian securities laws. Forward-looking statements
are statements that are not historical facts and are generally, but
not always, identified by words such as "anticipate", "continue",
"estimate", "expect", "expected", "intend", "may", "will",
"project", "plan", "should", "believe" and similar expressions
(including negative variations), or that events or conditions
"will", "would", "may", "could" or "should" occur. Forward-looking
statements are based on the opinions and estimates of management as
of the date such statements are made and they are subject to known
and unknown risks, uncertainties and other factors that may cause
the actual results of the Company to be materially different from
those expressed or implied by such forward-looking statements or
forward-looking information. Although management of the Company has
attempted to identify important factors that could cause actual
results to differ materially from those contained in
forward-looking information, there may be other factors that cause
results not to be as anticipated, estimated or intended. There can
be no assurance that such statements will prove to be accurate, as
actual results and future events could differ materially from those
anticipated in such statements. Accordingly, readers should not
place undue reliance on forward-looking information. The Company
does not undertake to update any forward-looking information that
is set out herein, except in accordance with applicable securities
laws.
For more information on the contents of this
release please contact Simon Guo, Corporate Secretary, at
306-924-9378.
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