Sabre Gold Announces Update on Closing of the Transaction with Minera Alamos

Rhea-AI Summary

Sabre Gold Mines (TSX: SGLD, OTCQB: SGLDF) has provided an update regarding its previously announced plan of arrangement with Minera Alamos (TSXV: MAI). The closing date for the transaction has been delayed by one week to February 5th, 2025, from the initially expected January 27th date.

Under the arrangement, Minera Alamos will acquire all outstanding Sabre shares at an exchange rate of 0.693 Minera Alamos shares for each Sabre share. The delay is attributed to pending documentation concerning security release on title and a final condition precedent from Minera. Sabre has obtained the Final Order from the Ontario Superior Court of Justice. The company's shares are expected to be delisted from the Toronto Stock Exchange within 2-3 business days following the arrangement's completion.

Positive

• None.

Negative

• One-week delay in closing the previously announced acquisition
• Pending delisting from Toronto Stock Exchange

Toronto, Ontario--(Newsfile Corp. - January 31, 2025) - Sabre Gold Mines Corp. (TSX: SGLD) (OTCQB: SGLDF) ("Sabre Gold" or the "Company") is pleased to provide an update to its press release of January 14^th, 2025 concerning the anticipated closing of its previously announced plan of arrangement pursuant to which Minera Alamos Inc. (TSXV: MAI) ("Minera Alamos") will acquire all the issued and outstanding shares of the Sabre at an exchange rate of 0.693 common shares in the capital of Minera Alamos for each common share (a "Share") in the capital of Sabre (the "Arrangement").

The Plan of Arrangement was expected to become effective on or about January 27, 2025, subject to, among other things, Sabre obtaining a Final Order from the Ontario Superior Court of Justice (Commercial List) in respect of the Arrangement and the satisfaction or waiver of certain other customary closing conditions. Sabre has obtained a Final Order from the Ontario Court of Justice (Commercial List) and closing is now expected to occur on or about February 5^th, 2025. The one-week delay is a result of certain executed and notarized documentation concerning the release of security on title to be in hand and to allow the last condition precedent to be removed by Minera. It is expected that, within two to three business days following the completion of the Arrangement, the Sabre Shares will be delisted from the Toronto Stock Exchange.

Additional details about the Arrangement and the Arrangement Resolution, and the Debt Settlements and Debt Settlement Resolution, can be found in the management information circular of Sabre dated December 3rd, 2024, a copy of which is available on SEDAR+ (www.sedarplus.ca) under Sabre's issuer profile.

About Sabre Gold Mines Corp.

Sabre Gold is a near-term gold producer in North America which holds 100% ownership of both the fully licensed and permitted Copperstone gold mine located in Arizona, United States. Management intends to restart production at Copperstone in the near term. Sabre Gold also holds other investments and projects at varying stages of development.

Copperstone has approximately 300,000 ounces of gold in the Measured and Indicated categories, and approximately 197,000 ounces of gold in the Inferred category. Additionally, Copperstone has considerable existing operational infrastructure as well as significant exploration upside. Sabre Gold is led by an experienced team of mining professionals with backgrounds in exploration, mine building and operations.

For further information please visit the Sabre Gold Mines Corp. website: (www.sabre.gold).

Andrew Elin	Doug Ramshaw
CEO and President	President
Sabre Gold Mines Corp.	Minera Alamos Inc
416-904-2725	604-600-4423
andrew@sabre.gold	dramshaw@mineraalamos.com

 

Cautionary Note Regarding Forward-Looking Statements

This news release contains forward-looking information under Canadian securities legislation including the anticipated date of completion of the Arrangement and any other statements concerning the Arrangement and Debt Settlements. These forward-looking statements entail various risks and uncertainties that could cause actual results to differ materially from those reflected in these forward-looking statements. Such statements are based on current expectations, are subject to a number of uncertainties and risks, and actual results may differ materially from those contained in such statements. These uncertainties and risks include but are not limited to: third party and regulatory approvals and the satisfaction of all applicable conditions. Risks and uncertainties about Sabre Gold's business are more fully discussed in the Company's disclosure materials, including its annual information form and MD&A, filed with the securities regulatory authorities in Canada and available at www.sedar.com and readers are urged to read these materials. Sabre Gold assumes no obligation to update any forward-looking statement or to update the reasons why actual results could differ from such statements unless required by law.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/239081

FAQ

What is the exchange ratio for Sabre Gold shares (SGLDF) in the Minera Alamos acquisition?

Shareholders will receive 0.693 Minera Alamos shares for each Sabre Gold share they own.

When is the new expected closing date for the Sabre Gold (SGLDF) and Minera Alamos merger?

The new expected closing date is February 5th, 2025, delayed from the original January 27th, 2025 date.

Why was the Sabre Gold (SGLDF) merger closing date delayed?

The delay is due to pending executed and notarized documentation concerning security release on title and a final condition precedent from Minera Alamos.

When will Sabre Gold (SGLDF) shares be delisted from the Toronto Stock Exchange?

Sabre Gold shares are expected to be delisted within 2-3 business days following the completion of the arrangement on February 5th, 2025.