Battle North Announces Results of its 2021 Annual General and Special Meeting of Shareholders

Rhea-AI Summary

Battle North Gold Corporation (TSX: BNAU) (OTCQX: BNAUF) announced the approval of its acquisition by Evolution Mining Limited at its Annual General and Special Meeting on May 11, 2021. Shareholders approved all resolutions, including the arrangement that values Battle North at C$2.65 per share, totaling approximately C$343 million. The transaction awaits final court approval, expected around May 17, 2021, with completion anticipated by May 19, 2021. This acquisition aims to enhance Evolution Mining's portfolio in the Red Lake Gold District in Ontario.

Positive

• Shareholders approved acquisition by Evolution Mining at C$2.65 per share, valued at C$343 million.
• Strong support for director nominees with high approval ratings.

Negative

• Transaction requires final court approval, which introduces uncertainty.
• Potential for other proposals that may disrupt the transaction.

Shareholders Approve Arrangement with Evolution Mining

TORONTO, May 11, 2021 /PRNewswire/ - Battle North Gold Corporation (TSX: BNAU) (OTCQX: BNAUF) ("Battle North" or the "Company") announces that all resolutions were passed at the Annual General and Special Meeting of Shareholders (the "Meeting") held by live audio webcast on Tuesday, May 11, 2021. The detailed voting results for the election of the directors are set out as below. At the Meeting, all director nominees listed in the Company's management information circular dated April 9, 2021 (the "Circular") were elected as directors of the Company.

Director	Votes FOR	% FOR	Votes Withheld	% Withheld
Julian Kemp	83,857,382	99.88	97,609	0.12
Sasha Bukacheva	83,846,268	99.87	108,723	0.13
Daniel Burns	82,904,766	98.75	1,050,225	1.25
Peter Jones	83,678,833	99.67	276,158	0.33
George Ogilvie	83,854,849	99.88	100,142	0.12
David Palmer	83,514,416	99.48	440,575	0.52

Voting results for the other items of business at the Meeting, all as more particularly described in the Circular were as follows:

	Votes FOR	% FOR	Votes Withheld	% Withheld
Appointment of Auditors  (PricewaterhouseCoopers LLP) and  Auditors' Remuneration	86,474,489	99.94	53,997	0.06
	Votes FOR	% FOR	Votes Against	% Against
Approval of Arrangement
(a) all common shares duly represented  and entitled to vote	83,808,877	99.83	146,113	0.17
(b) all common shares duly represented and  entitled to vote, excluding the votes required  to be excluded pursuant to MI 61-101	83,228,398	99.82	146,113	0.18

The formal report on voting results with respect to all matters voted upon at the Meeting will be filed under the Company's profile on SEDAR at www.sedar.com.

Acquisition of Battle North by Evolution Mining Limited

At the Meeting, the shareholders approved the previously announced plan of arrangement pursuant to which Evolution Mining Limited (ASX: EVN) ("Evolution"), through its wholly-owned subsidiary Evolution Mining (Canada Holdings) Limited, has agreed to acquire all of the issued and outstanding shares of Battle North (the "Transaction") at a price of C$2.65 per common share in cash, for total consideration for all issued and outstanding shares pursuant to the Transaction of approximately C$343 million, all as more particularly described in the Circular.

Subject to receipt of the final order of the Supreme Court of British Columbia approving the Transaction, as more particularly described in the Circular, which is anticipated to be received on or about May 17, 2021, the Transaction is expected to be completed on or about May 19, 2021. The Company will provide further details in due course.

About Battle North Gold Corporation
Battle North is developing the Bateman Gold Project to become the next gold producer in the renowned Red Lake Gold District in Ontario, Canada and controls the second largest exploration ground in the district. Battle North also owns a large gold exploration land package on the Long Canyon gold trend near the Nevada-Utah border in the United States. Battle North's shares are listed on the Toronto Stock Exchange (BNAU) and the OTCQX markets (BNAUF). For more information, please visit our website at www.battlenorthgold.com.

About Evolution Mining Limited
Evolution is a leading, growth-focused Australian gold miner. Evolution operates five wholly-owned mines – Cowal in New South Wales, Mt Carlton and Mt Rawdon in Queensland, Mungari in Western Australia, and Red Lake in Ontario, Canada. In addition, Evolution holds an economic interest in the Ernest Henry copper gold mine in Queensland.

BATTLE NORTH GOLD CORPORATION
George Ogilvie, P.Eng.
President, CEO, and Director

Cautionary Statement regarding Forward-Looking Statements
This news release contains statements that constitute "forward-looking statements" and "forward looking information" (collectively, "forward-looking statements") within the meaning of applicable Canadian and United States securities legislation. Generally, these forward-looking statements can be identified by the use of words, expressions or statements that certain actions, events or results can, could, may, should, will (or not) be achieved or occur, or are expected, in the future including with respect to the closing of the Transaction and the timing thereof and the receipt of court approval and the timing thereof. In some cases, forward-looking information may be stated in the present tense, such as in respect of current matters that may be continuing, or that may have a future impact or effect. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and represent management's best judgment based on facts and assumptions that management considers reasonable. If such opinions and estimates prove to be incorrect, actual and future results may be materially different than expressed in the forward- looking statements. Forward-looking statements involve known and unknown risks, uncertainties, contingencies and other factors which may cause the actual results, performance or achievements of the Company to be materially different from future results, performance or achievements expressed or implied by the forward-looking statements. Such risks, uncertainties, contingencies, assumptions and other factors include: the failure to, in a timely manner, or at all, obtain the required court approval for the Transaction; the failure of the parties to otherwise satisfy the conditions to complete the Transaction; the possibility that Battle North could terminate the Arrangement Agreement as a result of a superior proposal that is not matched by the other party; the effect of the announcement of the Transaction on Battle North's strategic relationships, operating results and business generally; significant transaction costs or unknown liabilities; the risk of litigation that could prevent or hinder the completion of the Transaction; other customary risks associated with transactions of this nature; as well as the "Risk Factors" in the Circular, the "Risk Factors" in Battle North's annual information form dated March 29, 2021 ("2021 AIF") and the risks described in Battle North's management's discussion and analysis for the year ended December 31, 2020 (the "2020 MD& A"). In addition, if the Transaction is not completed, and Battle North continues as an independent entity, there are risks that the announcement of the Transaction and the dedication of substantial resources by Battle North to the completion of the Transaction could have an adverse impact on Battle North's business and strategic relationships, operating results and business generally. The foregoing list of risks, uncertainties, contingencies, assumptions and other factors is not exhaustive; readers should consult the more complete discussion of Battle North's business, financial condition and prospects that is provided in the 2021 AIF. As a consequence actual results in the future may differ materially from any forward-looking statement, whether expressed or implied. Forward-looking statements contained herein are made as of the date of this news release and the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise, except as required by applicable securities laws. The forward-looking statements contained herein are expressly qualified by this cautionary statement.

The Toronto Stock Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this news release.

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SOURCE Battle North Gold Corporation

FAQ

What is the acquisition price of Battle North by Evolution Mining (BNAUF)?

Battle North is being acquired by Evolution Mining at C$2.65 per share.

When is the expected completion date for the Battle North acquisition?

The acquisition is expected to be completed on May 19, 2021.

What percentage of votes supported the acquisition at the meeting?

The acquisition received 99.83% of votes in favor from shareholders.

What are the implications of the court approval needed for BNAUF shareholders?

Final court approval is required, which could introduce uncertainties regarding the completion of the acquisition.