Dunnedin Provides Update on Spin-Out and Meeting of Shareholders
November 29, 2017 – Vancouver, BC, Canada – Dunnedin Ventures Inc. (the “Company” or “Dunnedin”) (TSX-V: DVI) today announced that it has mailed its meeting materials for an Annual General and Special Meeting (the “Meeting”) of shareholders to be held on December 22, 2017 at the offices of Cassels Brock & Blackwell LLP, Suite 2200, 885 West Georgia Street, Vancouver, British Columbia, V6C 3E8 at 10:00 a.m. (PST) to shareholders of record on October 27, 2017 (the record date for the purposes of determining the shareholders entitled to vote at the Meeting).
At the Meeting, in addition to regular business, shareholders will be asked to consider and vote upon a proposed plan of arrangement (the “POA”), involving the Company and its wholly-owned subsidiary, Solstice Gold Corp. (“Solstice”). Pursuant to the POA, the Company proposes to spin out Solstice as a separate reporting issuer. Under the terms of the POA, shareholders of record on July 17, 2017 (the record date for the purposes of determining the shareholders entitled to receive common shares of Solstice), will receive one common share of Solstice for every three common shares of Dunnedin held by them. In addition, option and warrant holders of Dunnedin will receive options or warrants to acquire common shares of Solstice, exercisable in similar terms and taking into account the above distribution ratio.
Prior to completion of the POA, Dunnedin will transfer certain mineral claims and rights to all minerals, excluding diamonds, gemstones and all minerals found within kimberlitic rocks on the Kahuna property and $1,000,000 in cash to Solstice in return for shares of Solstice which will then be distributed to Dunnedin shareholders. Based on the total outstanding common shares of Dunnedin as at July 17, 2017, the total number of shares of Solstice to be distributed will be approximately 34,418,922.
In addition, as disclosed in the Meeting materials, the Company is pleased to announce that an experienced and proven management team has been engaged to operate Solstice, comprised of Executive Chairman David Adamson Ph.D., President Marty Tunney P.Eng., Vice President Exploration Bob Singh P.Geo, and Chief Financial Officer Tony Ricci CPA, CA.
Completion of the POA remains subject to the satisfaction of certain closing conditions, including, among other things, approval of shareholders at the Meeting, and receipt of a final order of the Supreme Court of British Columbia. For further information concerning the POA, readers are encouraged to review the notice of meeting and management information circular describing the terms of the POA, all of which are available under the Company’s profile on SEDAR (www.sedar.com).
The Board of Directors of the Company has unanimously approved the POA and recommends that shareholders vote in favour of the POA.
Mr. Jeff Ward, P.Geo, is the qualified person responsible for the technical content of this news release.
For further information please contact Mr. Knox Henderson, Investor Relations, at 604-551-2360.
On behalf of the Board of Directors
Dunnedin Ventures Inc.
Chris Taylor
Chief Executive Officer
About the Kahuna Project
Dunnedin’s primary asset is the Kahuna project, where it is completing final steps to earn a 100 percent interest. Kahuna is an advanced stage high grade diamond project located near Rankin Inlet, Nunavut. Dunnedin is now recovering diamonds and indicator minerals from a series of kimberlite and till samples collected from three seasons of field work. An Inferred Resource released by Dunnedin showed over 4 million carats of macrodiamonds (+0.85 mm) at a grade of 1.01 carats per tonne had been defined along the partial strike length of the Kahuna and Notch kimberlite dikes through shallow drilling, and remains open to extension. The largest diamond recovered was a 5.43 carat stone from the Kahuna dike which was a piece of a larger diamond that had been broken during the sample preparation process and was reconstructed as having an original size of 13.42 carats. Recent results include a 2.03 tonne sample of the PST kimberlite dike which returned 223 macrodiamonds totalling 8.17 carats (+0.85 mm) and a 2.36 tonne sample of the Notch kimberlite which returned 89 macrodiamonds totalling 2.38 carats (+0.85 mm).
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.
Statements included in this announcement, including statements concerning our plans, intentions and expectations, which are not historical in nature are intended to be, and are hereby identified as, “forward-looking statements”. Forward-looking statements may be identified by words including “anticipates”, “believes”, “intends”, “estimates”, “expects” and similar expressions. The Company cautions readers that forward-looking statements, including without limitation those relating to the Company’s future operations and business prospects, are subject to certain risks and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements.
