Gatling Exploration Inc. Completes Plan of Arrangement with MAG Silver Corp

Rhea-AI Summary

Gatling Exploration Inc. has successfully completed its Plan of Arrangement with MAG Silver Corp., where MAG acquires all Gatling common shares at a rate of 0.0170627 MAG shares per Gatling share. This Arrangement was first announced on March 11, 2022. Following this completion, Gatling's shares will be delisted from the TSX Venture Exchange on May 24, 2022, and the company will cease being a reporting issuer under Canadian securities laws. For more information, shareholders may contact Computershare Investor Services.

Positive

• Completed acquisition by MAG Silver Corp. strengthens market position.
• Gatling shareholders receive MAG shares, providing liquidity and potential for value appreciation.

Negative

• Gatling shares will be delisted from the TSX Venture Exchange.
• Ceasing to be a reporting issuer may reduce transparency for former shareholders.

VANCOUVER, BC / ACCESSWIRE / May 20, 2022 / GATLING EXPLORATION INC. (TSX.V:GTR)(OTCQB:GATGF) ("Gatling" or the "Company") announced today the completion of the previously announced Plan of Arrangement under the Business Corporations Act (British Columbia) (the "Arrangement") whereby MAG Silver Corp. ("MAG") has acquired all of the issued and outstanding common shares of the Company (the "Gatling Shares") on the basis of 0.0170627 of a common share in the capital of MAG per Gatling Share under the terms of the Arrangement. The Arrangement was originally announced on March 11, 2022. With the Arrangement now complete, the common shares of Gatling will be de-listed from the TSX Venture Exchange ("TSX-V") at the close of trading on May 24, 2022. Gatling will also apply to cease to be a reporting issuer under applicable Canadian securities laws.

Former shareholders of Gatling who have questions or require assistance with submitting their Gatling shares in connection with the Arrangement may direct their questions to Computershare Investor Services Inc., which is acting as depositary in connection with the Arrangement, by telephone at 1-800-564-6253 or by email at corporateactions@computershare.com.

For more information on the Arrangement, please see the news release issued by Gatling on March 11, 2022, along with Gatling's management information circular dated April 20, 2022 prepared in connection with the Arrangement, all of which are available under Gatling's profile at www.sedar.com.

About Gatling Exploration Inc.

Gatling Exploration is a Canadian gold exploration company focused on advancing the Larder Gold Project, locatedin the prolific Abitibi greenstone belt in Northern Ontario. The Larder project hosts three high‐grade gold deposits along the Cadillac‐Larder Lake Break, 35 km east of Kirkland Lake. The Larder property has a global Mineral Resource Estimate (2021) of 388,000 oz Au Indicated and 933,000 oz Au Inferred gold ounces from both open pit and underground resources. The project is 100% owned by Gatling and is comprised of patented and unpatented claims, leases and mining licenses of occupation within the McVittie and McGarry Townships. The 3,370 ha project area is positioned 7 km west of the Kerr Addison Mine, which produced 11 million ounces of gold. All parts of the Larder property are accessible by truck or all‐terrain vehicles on non‐serviced roads and trails.

About MAG Silver Corp.

MAG Silver Corp. is a Canadian development and exploration company focused on becoming a top‐tier primary precious metals mining company by exploring and advancing high‐grade, district scale,silver‐gold dominant projects in the Americas. Its principal focus and asset isthe Juanicipio Project (44%), being developed with Fresnillo Plc (56%), the operator. The Project is located in the Fresnillo Silver Trend in Mexico, the world's premier silver mining camp, where the operatoris currently developing an underground mine and constructing a 4,000 tonnes per day processing plant. Underground mine production of mineralized development material commenced in Q3 2020 and is being processed through adjacent Fresnillo‐operated plants. An expanded exploration program is in place targeting multiple highly prospective targets at Juanicipio. MAG is also executing a multi‐phase exploration program at the Deer Trail 100% earn‐in project in Utah.

For further information on behalf of Gatling Exploration Inc.
Contact Michael J. Curlook, VP Investor Relations and Communications of MAG Silver Corp.

Phone: (604) 631-1339
Toll Free: (866) 630-1399

Website: www.magsilver.com
Email: info@magsilver.com

Forward-Looking Statements:

This news release includes certain "forward‐looking information" and "forward‐looking statements" (collectively "forward‐looking statements") within the meaning of applicable Canadian securities legislation, including statements regarding the plans, intentions, beliefs and current expectations of the Company. All statements in this news release that address events or developments that the Company expects to occur in the future are forward‐ looking statements. Forward‐looking statements are statements that are not historical facts and are often identified by words such as "expect", "plan", "anticipate", "project", "target", "potential", "schedule", "forecast", "budget", "estimate", "intend" or "believe" and similar expressions or their negative connotations, or that events or conditions "will", "would", "may", "could", "should" or "might" occur, and include information regarding the timing of the Company's shares being delisted from the TSX-V and expectations regarding the application for the Company to cease to be a reporting issuer under applicable Canadian securities laws. Forward‐looking statements necessarily involve assumptions, risks and uncertainties, certain of which are beyond the Company's control. These forward‐looking statements are qualified in their entirety by cautionary statements and risk factor disclosure contained in filings made by the Company with the Canadian securities regulators, including the Company's financial statements and related MD&A for the financial year ended March 31, 2021, its interim financial statements and related MD&A for the nine months ended December 31, 2021 and the management information circular dated April 11, 2022 in respect of the Meeting, all filed with the securities regulatory authorities in certain provinces of Canada and available under the Company's profile at www.sedar.com. The risk factors are not exhaustive of the factors that may affect the Company's forward‐looking statements. The Company's forward‐looking statements are based on the applicable assumptions and factors management considers reasonable as of the date hereof, based on the information available to management of the Company at such time. The Company does not assume any obligation to update forward‐looking statements if circumstances or management's beliefs, expectations or opinions should change other than as required by applicable securities laws. There can be no assurance that forward‐looking statements will prove to be accurate, and actual results, performance or achievements could differ materially from those expressed in, or implied by, these forward‐looking statements. Accordingly, undue reliance should not be placed on forward‐looking statements. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE: Gatling Exploration Inc.

View source version on accesswire.com:
https://www.accesswire.com/702108/Gatling-Exploration-Inc-Completes-Plan-of-Arrangement-with-MAG-Silver-Corp

FAQ

What is the significance of Gatling Exploration's acquisition by MAG Silver Corp. for shareholders of GATGF?

The acquisition allows Gatling shareholders to receive shares of MAG Silver, potentially increasing their investment value.

When will Gatling Exploration shares be delisted from the TSX Venture Exchange?

Gatling shares will be delisted on May 24, 2022.

How many MAG shares will Gatling shareholders receive for their shares of GATGF?

Gatling shareholders will receive 0.0170627 of a MAG common share for each Gatling share.

What actions should Gatling shareholders take following the completion of the Arrangement?

Shareholders should submit their Gatling shares to Computershare Investor Services for assistance.

What impact does the Arrangement have on Gatling Exploration's reporting status?

Gatling will cease to be a reporting issuer under Canadian securities laws.