VANCOUVER, BC, July 28, 2022 /PRNewswire/ – Alexco Resource Corp. (US NYSE: AXU) (TSX: AXU) (“Alexco” or the “Company”) announced today that it has obtained an interim order (the “Interim order“) of the Supreme Court of British Columbia (there “To research“) on July 27, 2022authorizing the holding of its special meeting (the “Meeting“) and matters relating to the conduct of the Meeting. At the Meeting, shareholders, holders of options, restricted stock units (“USR“) holders, and deferred share units (“memorandum of understanding“) holders of Alexco (collectively, the “Security holders“) will be invited to consider and, if deemed appropriate, adopt a special resolution (the “Arrangement Resolution“) to approve an arrangement (the “Arrangement“), in accordance with the terms of the arrangement agreement entered into between the Company and Hecla Mining Company (NYSE: HL) (“Hecla“) on July 4, 2022as assigned and modified (the “arrangement agreement“), under which 1080980B.VS. ltd. (“108“) has agreed to acquire all of the issued and outstanding shares of Alexco that it does not already own by way of a statutory plan of arrangement (the “plan of arrangement“) under Article 288 of the Business Corporations Act (British Columbia).
Alexco also announces that it has executed an assignment and amendment agreement dated July 25, 2022 (there “Amending Agreement“) with Hecla and 108 to amend the Arrangement Agreement, pursuant to which Hecla has assigned its obligations under the Arrangement Agreement, so that 108 will become the Purchaser under the Plan of Arrangement. The Amending Agreement is available on SEDAR (www.sedar.com) under Alexco’s issuer profile.
An Alexco Information Circular will be mailed on or before August 8, 2022 to holders of securities registered in July 20, 2022. The Assembly will be held on August 30, 2022 at 10:00 a.m. (Vancouver hour) at the offices of Blake, Cassels & Graydon LLP, 595 Burrard Street, Suite 2600, Vancouver, British Columbia, V7X 1L3. In the absence of adjournment or postponement of the Meeting, the deadline for voting by proxy will be 10:00 a.m. (Vancouver It’s time August 26, 2022.
The proposed closing date of the Arrangement is September 7, 2022subject to obtaining court, securityholder and regulatory approvals and satisfying the conditions set forth in the Arrangement Agreement.
Alexco owns and operates the Keno Hill Silver Historic District in from Canada Yukon Territoryone of the richest silver deposits in the world.
Certain statements (“forward-looking statements”) contained in this press release contain forward-looking information regarding the results and expected developments of Alexco in Alexco’s operations in future periods, the planned exploration and development of its properties , plans related to its business and other matters that may arise in the future, as of the date of this press release. Forward-looking statements may include, but are not limited to, statements regarding the completion and timing of the transaction; approval by security holders; satisfaction of the conditions precedent to the transaction; and the timing, receipt and anticipated effects of judicial, regulatory and other consents and approvals. Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors, which could cause actual events or results to differ from those expressed or implied by the forward-looking statements. These factors include, among others, the risk that the Arrangement will not close when expected or at all or on the terms and conditions set forth in the Arrangement Agreement; bankruptcy of the Company and Hecla to obtain necessary approvals from regulators, courts, securityholders and other third parties, or to otherwise satisfy the conditions of completion of the Arrangement, on a timely basis, or at all, may cause the Arrangement will not be completed on the proposed terms, or at all; changes in laws, regulations and governmental practices; if a third party makes a Superior Proposal (as defined in the Arrangement Agreement), the Arrangement may not be completed and the Company may be required to pay a termination fee; if the Arrangement is not completed and the Company remains an independent entity, there are risks that the announcement of the Arrangement and the allocation of substantial resources of the Company to the completion of the Arrangement could have an impact on the Company’s current business relationships and could have a material adverse effect on the Company’s current and future business, financial condition and prospects; future prices of silver, gold, lead, zinc and other commodities; market competition; and the geopolitical, economic, licensing and legal climate in which we operate. Forward-looking statements are based on certain assumptions that management believes to be reasonable at the time they are made. In making the forward-looking statements included in this press release, Alexco applied several important assumptions, including, but not limited to, assumptions about Alexco’s ability and Hecla receive, in a timely manner and on satisfactory terms, necessary regulatory, judicial, security holder and other third party approvals; the satisfaction of the closing conditions of the Arrangement in a timely manner and the completion of the Arrangement on the terms provided; expected compliance with the terms of the Arrangement Agreement and agreements related to the Arrangement Agreement; the adequacy of our and at Hecla financial ressources; favorable equity and debt markets; and the stability of financial capital markets. There can be no assurance that forward-looking statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Alexco expressly disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable securities laws.
SOURCE Alexco Resource Corp.