Tahoe Shareholders Approve Plan of Arrangement with Pan American Silver
Tahoe Resources Inc. (“Tahoe”) (TSX: THO; NYSE: TAHO) is pleased to announce that at the special meeting of Tahoe shareholders (the “Special Meeting”) held earlier today, the shareholders of Tahoe overwhelmingly voted in favour of the proposed transaction (the “Arrangement”) whereby Pan American Silver (“Pan American”) will acquire all of the issued and outstanding shares of Tahoe (the “Common Shares”).
215,899,757 Common Shares, representing approximately 68.91% of the issued and outstanding Common Shares were voted at the Special Meeting. The Arrangement was approved by approximately 95.46% of the votes cast by Tahoe shareholders represented in person or by proxy at the Special Meeting. Detailed voting results for the resolution are as follows:
Proposed Plan of Arrangement with
|Votes For|| |
|By all shareholders|| |
In addition to the Arrangement approved by Tahoe shareholders, at the Pan American special meeting held earlier today, shareholders approved the Arrangement-related resolutions including the issuance of common shares as consideration under the Arrangement and an increase in Pan American's authorized share capital.
Tahoe is scheduled to seek a final order from the Supreme Court of British Columbia approving the Arrangement (the “Final Order”) on January 10, 2019. Subject to the satisfaction or waiver of all conditions precedent to the Arrangement, including obtaining the Final Order and receipt of approval from the Mexican Federal Economic Competition Commission, the Arrangement is anticipated to be completed on or about February 26, 2019.
About Tahoe Resources Inc.
Tahoe Resources is a mid-tier precious metals company with a diverse portfolio of mines and projects in Canada, Guatemala and Peru. Tahoe is led by experienced mining professionals dedicated to creating sustainable value for all of its stakeholders through responsible mining. The company is listed on the TSX (“THO”) and NYSE (“TAHO”) and is a member of the S&P/TSX Composite, the TSX Global Mining indices and the Russell 2000 on the NYSE.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This news release contains “forward-looking statements” within the meaning of Section 27A of the U.S. Securities Act, Section 21E of the U.S. Exchange Act, or the U.S. Private Securities Litigation Reform Act of 1995 and “forward-looking information” within the meaning of applicable Canadian securities legislation (forward-looking information and forward-looking statements being collectively herein after referred to as “forward-looking statements”). These forward-looking statements include but are not limited to statements and information concerning receipt of approval of the Comisión Federal de Competencia Económica of Mexico and the anticipated closing date of the Arrangement.
These forward-looking statements are based on the beliefs of Tahoe’s management, as well as on assumptions, which management believes to be reasonable based on information currently available at the time such statements were made. However, there can be no assurance that the forward-looking statements will prove to be accurate. Such assumptions and factors include, among other things, the satisfaction of the terms and conditions of the Arrangement, including the approval of the Arrangement and its fairness by the court, and the receipt of the required governmental and regulatory approvals and consents.
By their nature, forward-looking statements are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Tahoe or Pan American to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Forward-looking statements are subject to a variety of risks, uncertainties and other factors which could cause actual events or results to differ from those expressed or implied by forward-looking statements, including, without limitation: the Arrangement Agreement may be terminated in certain circumstances; Tahoe will incur costs even if the Arrangement is not completed, and may also be required to pay a termination fee to Pan American; risks related to the diversion of management time on the Arrangement; risks related to the completion of the Arrangement having a potential adverse effect on the market price of Pan American shares; changes in applicable laws and compliance with government regulation; risks related to the timing and possible outcome of pending or threatened litigation and the risk of unexpected litigation; risks related to political developments and policy shifts; and risks related to community and non-governmental actions.
Some of the important risks and uncertainties that could affect forward-looking statements are described further in the management information circular of Tahoe dated December 4, 2018 and under the heading “Risks Related to Tahoe’s Business” in Tahoe’s most recent Form 40-F and annual information form filed with the United States SEC and Canadian provincial securities regulatory authorities, respectively, and included in the management’s discussion and analysis for the nine months ended September 30, 2018. Although Tahoe has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. 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. Accordingly, readers should not place undue reliance on forward-looking statements. These forward-looking statements are made as of the date of this news release and other than as required by applicable securities laws, Tahoe assumes no obligation to update or revise them to reflect new events or circumstances, except to the extent required by applicable law.
For further information, please contact:
Alexandra Barrows, Vice President Investor Relations