Exchange Bulletin
Monarch Mining Corporation (GBAR) To Trade On Toronto Stock Exchange
January 22, 2021
| Issuer: | Monarch Mining Corporation ("SpinCo") |
| Security: | Common shares (the "SpinCo Shares") |
| Symbol(s): | GBAR |
| Number of securities issued and outstanding: | 66,195,889 |
| Number of securities reserved for issuance: | 10,885,882 |
| Listing category: | Mining, Non-Exempt Issuer |
| Trading currency: | CDN $ |
| Transaction: | Spinoff by way of a plan of arrangement (the "Plan of Arrangement") pursuant to which Yamana Gold Inc. ("Yamana") acquired all of the issued and outstanding common shares of Monarch Gold Corporation ("Monarch") (the "Monarch Shares") (Symbol: MQR) following the transfer by Monarch of certain assets and liabilities of Monarch to SpinCo. |
| Listing and posted for trading date: | January 26, 2021 (at the opening), not subject to the occurrence of a closing |
| Consideration and exchange ratio: | Shareholders of Monarch have received, for each Monarch Share held: i) $0.192 in cash from Yamana; ii) 0.0376 of a common share of Yamana (Symbol: YRI); and iii) 0.20 of a SpinCo Share (collectively, the "Consideration"). |
| Exchange procedure and payment of Consideration: | Return Letter of Transmittal together with Monarch Share certificates or DRS Statements to Computershare Trust Company of Canada at its principal offices in Toronto. |
| Other market(s): | None |
| Designated market maker: | Citadel Securities Canada ULC |
| Security ownership registration: | Certificated Issue and Direct Registration Statement |
| Investor relations: | Mr. Jean-Marc Lacoste President, Secretary and Chief Executive Officer Tel.: 1 (888) 994-4465 Email: jm.lacoste@monarchmining.com - and - Ms. Élisabeth Tremblay Senior Geologist – Communications Specialist Tel.: 1 (888) 994-4465 Email: e.tremblay@monarchmining.com |
| Incorporation: | Canada Business Corporations Act |
| Fiscal year end: | June 30 |
| Nature of business: | SpinCo is a gold mining, development and exploration company, focused in the Abitibi mining camp in Canada. SpinCo owns four gold properties, including the Beaufor Mine, the Croinor Gold, McKenzie Break and Swanson properties, all located in the vicinity of its wholly-owned Beacon Mill. |
| Transfer agent and registrar: | Computershare Investor Services Inc. at its principal offices in Montréal and Toronto |
| Dividends: | SpinCo has no current plans to pay dividends on the SpinCo Shares. |
| Sponsorship: | Not applicable |
| Disclosure document: | The management information circular of Monarch dated as of November 30, 2020 (the "Circular"), which is available at www.sedar.com. Capitalized terms not otherwise defined herein are as defined in the Circular. |
| Additional information: | Please see elsewhere in today's TSX bulletins for additional information regarding the Plan of Arrangement and the delisting of the Monarch Shares. |
| TSX contact: | Chris Birkett, Managing Director, Toronto Stock Exchange |