District Reports Voting Results from its Annual General and Special Meeting of Shareholders

Rhea-AI Summary

District Metals Corp (TSXV: DMX) (OTCQB: DMXCF) held its annual general and special meeting on December 12, 2024, in Vancouver. Shareholders, representing 9.10% of outstanding shares, voted in favor of all items including the election of directors Garrett Ainsworth, Joanna Cameron, Jonathan Challis, and Doug Ramshaw. The meeting also approved Davidson & Company LLP as auditor and adopted a new Omnibus Incentive Plan.

The Omnibus Plan is a 10% rolling plan allowing the Board to grant stock options, restricted share units, performance share units, and deferred share units. A total of 13,056,587 shares are issuable under this plan, which replaces the previous stock option plan.

Positive

• All proposed directors received strong shareholder approval with over 97% votes in favor
• New Omnibus Incentive Plan approved with 99.385% shareholder support
• Appointment of auditors approved with 99.971% votes in favor

Negative

• Low shareholder participation with only 9.10% of outstanding shares voted at the meeting

Vancouver, British Columbia--(Newsfile Corp. - December 13, 2024) - District Metals Corp. (TSXV: DMX) (OTCQB: DMXCF) (FSE: DFPP) ("District" or the "Company") is pleased to report the voting results for the Company's annual general and special meeting of shareholders (the "Meeting") held on December 12, 2024, in Vancouver, British Columbia.

A total of 11,885,478 common shares were voted at the meeting, representing 9.10% of the votes attached to all outstanding common shares. Shareholders voted in favour of all items of business before the meeting, including the election of all director nominees as follows:

Director	Votes For	% For	Votes Withheld	% Withheld
Garrett Ainsworth	11,838,481	99.605%	46,997	0.395%
Joanna Cameron	11,610,466	97.686%	275,012	2.314%
Jonathan Challis	11,838,466	99.604%	47,012	0.396%
Doug Ramshaw	11,610,466	97.686%	275,012	2.314%

 

The shareholders also approved (1) the appointment of Davidson & Company LLP, Chartered Professional Accountants as auditor of the Company for the ensuing year and authorized the Board of Directors to fix the remuneration of the auditor; and (2) the adoption of an omnibus incentive plan (the "Omnibus Plan"). Results of the shareholder votes on these items are set forth below:

Resolution	Outcome of Vote	Votes For	% For	Votes Against	Votes Withheld	% Against or Withheld
Appointment of Auditors	Carried	11,881,978	99.971%	n/a	3,500	0.029%
Approval of Omnibus  Incentive Plan	Carried	11,812,392	99.385%	73,086	n/a	0.615%

 

The Omnibus Plan is a ten percent (10%) rolling plan, pursuant to which the Board of Directors may grant to eligible participants stock options, restricted share units, performance share units and deferred share units to acquire common shares of the Company (each, a "Share"). An aggregate of 13,056,587 Shares are issuable under the Omnibus Plan, representing ten percent (10%) of the issued and outstanding Shares as of December 12, 2024. The Omnibus Plan replaces the previous ten percent (10%) rolling stock option plan. Please see the Circular for further information on the Omnibus Plan.

For further information regarding the matters considered at the Meeting, readers are encouraged to review the Circular, a copy of which is available under the profile for the Company on SEDAR+ (www.sedarplus.ca) and available on the Company's website.

Technical Information

All scientific and technical information in this news release has been prepared by, or approved by Garrett Ainsworth, PGeo, President and CEO of the Company. Mr. Ainsworth is a qualified person for the purposes of National Instrument 43-101 - Standards of Disclosure for Mineral Projects.

The data disclosed in this news release is related to historical results. District has not undertaken any independent investigation of the sampling nor has it independently analyzed the results of the historical exploration work in order to verify the results. District considers these historical results relevant as the Company is using this data as a guide to plan exploration programs. The Company's current and future exploration work includes verification of the historical data through drilling.

Mr. Ainsworth has not verified any of the information regarding any of the properties or projects referred to herein other than District's properties. Mineralization on any other properties referred to herein is not necessarily indicative of mineralization on District's properties.

About District Metals Corp.

District is led by industry professionals with a track record of success in the mining industry. The Company's mandate is to seek out, explore, and develop prospective mineral properties through a disciplined science-based approach to create shareholder value and benefit other stakeholders.

District is a polymetallic exploration and development company focused on the Viken and Tomtebo Properties in Sweden. The Viken Property covers 100% of the uranium-vanadium Viken Deposit, which is an asset with substantial exploration and development expenditures that resulted in the definition of large historic polymetallic resource estimates in 2010 and 2014. The Viken Deposit is amongst the largest deposits by total historic mineral resources of uranium and vanadium in the world.

The advanced exploration stage Tomtebo Property is located in the Bergslagen Mining District of south-central Sweden and is situated between the historic Falun Mine and Boliden's Garpenberg Mine that are located 25 km to the northwest and southeast, respectively. Two historic polymetallic mines and numerous polymetallic showings are located on the Tomtebo Property along an approximate 17 km trend that exhibits similar geology, structure, alteration and VMS/SedEx style mineralization as other significant mines within the district.

For further information on the Tomtebo Property, please see the technical report entitled "NI 43-101 Update Technical Report on the Tomtebo Project, Bergslagen Region of Sweden" dated effective October 15, 2020 and amended and restated on February 26, 2021, which is available on SEDAR+ at www.sedarplus.ca.

On Behalf of the Board of Directors

"Garrett Ainsworth"

President and Chief Executive Officer
(604) 288-4430

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Statement Regarding "Forward-Looking Information"

This news release contains certain statements that may be considered "forward-looking information" with respect to the Company within the meaning of applicable securities laws. In some cases, but not necessarily in all cases, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "targets", "expects" or "does not expect", "is expected", "an opportunity exists", "is positioned", "estimates", "intends", "assumes", "anticipates" or "does not anticipate" or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might", "will" or "will be taken", "occur" or "be achieved" and any similar expressions. In addition, any statements that refer to expectations, predictions, indications, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management's expectations, estimates and projections regarding future events. Forward-looking information in this news release relating to the Company include, among other things: statements relating to the Company's Swedish polymetallic properties; and the Company's interpretations and expectations about the results on the Swedish properties.

These statements and other forward-looking information are based on opinions, assumptions and estimates made by the Company in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors that the Company believes are appropriate and reasonable in the circumstances, as of the date of this news release, including, without limitation, assumptions about: the reliability of historical data and the accuracy of publicly reported information regarding past and historic mines in the Bergslagen district; in respect of the intention of the Swedish government to eventually lift or amend its moratorium on uranium exploration and mining in Sweden; the Company's ability to raise sufficient capital to fund planned exploration activities, maintain corporate capacity; and stability in financial and capital markets.

Forward-looking information is necessarily based on a number of opinions, assumptions and estimates that, while considered reasonable by the Company as of the date such statements are made, are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to risks associated with the following: the reliability of historic data on District's properties; the Company's ability to raise sufficient capital to finance planned exploration; that the Swedish government maintains its moratorium on uranium exploration and mining in Sweden for the foreseeable future; the Company's limited operating history; the Company's negative operating cash flow and dependence on third-party financing; the uncertainty of additional funding; the uncertainties associated with early stage exploration activities including general economic, market and business conditions, the regulatory process, failure to obtain necessary permits and approvals, technical issues, potential delays, unexpected events and management's capacity to execute and implement its future plans; the Company's ability to identify any mineral resources and mineral reserves; the substantial expenditures required to establish mineral reserves through drilling and the estimation of mineral reserves or mineral resources; the uncertainty of estimates used to calculated mineralization figures; changes in governmental regulations; compliance with applicable laws and regulations; competition for future resource acquisitions and skilled industry personnel; reliance on key personnel; title matters; conflicts of interest; environmental laws and regulations and associated risks, including climate change legislation; land reclamation requirements; changes in government policies; volatility of the Company's share price; the unlikelihood that shareholders will receive dividends from the Company; potential future acquisitions and joint ventures; risks related to existing earn-in and joint venture with Boliden; infrastructure risks; fluctuations in demand for, and prices of metals; fluctuations in foreign currency exchange rates; legal proceedings and the enforceability of judgments; going concern risk; risks related to the Company's information technology systems and cyber-security risks; and risk related to the outbreak of epidemics or pandemics or other health crises. For additional information regarding these risks, please see the Company's Annual Information Form dated July 11, 2022, under the heading "Risk Factors", which is available at www.sedarplus.ca. These factors and assumptions are not intended to represent a complete list of the factors and assumptions that could affect the Company. These factors and assumptions, however, should be considered carefully. Although the Company has attempted to identify factors that would cause actual actions, events or results to differ materially from those disclosed in the forward-looking information or information, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Also, many of such factors are beyond the control of the Company. Accordingly, readers should not place undue reliance on forward-looking information. The forward-looking information is made as of the date of this news release, and the Company assumes no obligation to publicly update or revise such forward-looking information, except as required by applicable securities laws.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/233808

FAQ

What was the voting outcome for District Metals (DMXCF) directors at the December 2024 meeting?

All directors received strong approval with Garrett Ainsworth and Jonathan Challis receiving over 99.6% votes in favor, while Joanna Cameron and Doug Ramshaw received 97.686% approval.

How many shares can be issued under District Metals' (DMXCF) new Omnibus Incentive Plan?

The Omnibus Plan allows for 13,056,587 shares to be issued, representing 10% of the outstanding shares as of December 12, 2024.

What percentage of District Metals (DMXCF) shareholders participated in the December 2024 meeting?

A total of 11,885,478 common shares were voted, representing 9.10% of all outstanding shares.

What types of incentives are included in District Metals' (DMXCF) new Omnibus Plan?

The Omnibus Plan includes stock options, restricted share units, performance share units, and deferred share units to acquire common shares of the Company.