Endeavour Shareholders Vote Overwhelmingly in Favour of The Arrangement Agreement with Teranga
ENDEAVOUR SHAREHOLDERS VOTE OVERWHELMINGLY IN FAVOUR
OF THE ARRANGEMENT AGREEMENT WITH TERANGA
George Town, January 21, 2021 – Endeavour Mining (TSX:EDV) (OTCQX:EDVMF) (“Endeavour”) is pleased to announce that Endeavour’s shareholders have voted overwhelmingly in favour of the resolution in support of the plan of arrangement (the “Arrangement”) pursuant to which Endeavour will indirectly acquire all of the common shares of Teranga Gold Corporation (“Teranga”).
Sebastien de Montessus, Endeavour President & CEO, commented: “We are pleased to have the continued strong support of our shareholders as we take this important step to create a new top 10 senior global gold producer which will offer a very appealing investment proposition. The combined entity will boast a high-quality portfolio of mines and projects, sustainable dividends, a healthy balance sheet, strong cash flow generation and an improved capital markets profile. We look forward to closing the transaction and quickly integrating our highly complementary assets to unlock the anticipated material synergies.”
Endeavour shareholders also voted overwhelmingly in favour of an ordinary resolution which approved the issuance of shares in accordance with the previously announced subscription agreement entered into between La Mancha Holding S.a.r.l. (“La Mancha”) and Endeavour, as disclosed in the joint circular of Endeavour and Teranga relating to the Arrangement.
Detailed Endeavour voting results for the resolutions are as follows:
|% OF VOTES CAST FOR||VOTES CAST AGAINST||% OF VOTES CAST AGAINST|
|Issuance of Endeavour Shares for Teranga Shares||127,818,887||99.01%||1,282,028||0.99%|
|Issuance of Endeavour Shares to La Mancha||127,813,660||99.00%||1,287,255||1.00%|
As shareholder approvals for the Arrangement have now been obtained by both Endeavour and Teranga, Endeavour will seek to secure the last material closing condition under the Arrangement Agreement, being approval under the Investment Canada Act. The Arrangement remains subject to certain other customary closing conditions which are more fully described in the joint management circular. Assuming all the remaining customary conditions to the Arrangement are satisfied or waived, the closing of the Transaction is expected to occur during the first half of February.