NSX Silver Inc. Announces Proposed Sale of Mexican Subsidiary
As the proposed sale of CMOB constitutes a sale or exchange of all or substantially all the assets of NSX Silver, NSX Silver shareholder approval for the sale will be required under Section 189 of the Canada Business Corporations Act by way of special resolution. To approve a special resolution, a majority of not less than two-thirds of the votes cast in person or by proxy by those shareholders who vote in respect of the special resolution is required. The special meeting of NSX Silver shareholders is expected to be held on December 16, 2015. The proposed sale is also subject to the approval of the TSX Venture Exchange (“TSXV”).
Assuming that the sale transaction is approved at the special meeting and subsequently completed according to the terms disclosed herein, NSX Silver will not have any ongoing business operations. The Board of Directors of NSX Silver intends to explore potential strategic alternatives following the closing of the proposed transaction. There can be no assurance that such exploration of strategic alternatives will result in a transaction being pursued, entered into or consummated. The TSXV may transfer NSX Silver to the NEX, a separate board of the TSXV, following the completion of the proposed sale transaction if NSX Silver fails to meet the ongoing minimum listing requirements of the TSXV. In the event the TSXV determines that the NSX Silver will be transferred to the NEX, a press release will be issued in advance of the date of transfer advising of such fact.
For further information, please contact:
NSX Silver Inc.
Glenn A. Holmes, Chief Financial Officer
(902) 798-1148
glenn.holmes@nsxsilver.com
Forward-Looking Statements: This news release contains statements that may constitute “forward-looking information” or “forward-looking statements” within the meaning of applicable Canadian securities legislation. Forward-looking information and statements may include, among others, statements regarding the future plans, costs, objectives or performance of NSX Silver Inc. (“NSX Silver”), or the assumptions underlying any of the foregoing. In this news release, words such as “may”, “would”, “could”, “will”, “likely”, “believe”, “expect”, “anticipate”, “intend”, “plan”, “estimate” and similar words and the negative form thereof are used to identify forward-looking statements. Forward-looking statements should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. No assurance can be given that any events anticipated by the forward-looking information will transpire or occur, or if any of them do so, what benefits that NSX Silver or its shareholders will derive. In particular, no assurance can be given that NSX Silver will complete the proposed sale of shares of its Mexican subsidiary company, Compania Minera Oso Blanco SA de CV, or thereafter effect any strategic alternative, as described herein. Forward-looking statements and information are based on information available at the time and/or management’s good-faith belief with respect to future events and are subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond NSX Silver’s control. These risks, uncertainties and assumptions include, but are not limited to, those described under “Risks and Uncertainties” in NSX Silver’s Management Discussion and Analysis for the Year ended December 31, 2014, which is available on SEDAR at www.sedar.com, and could cause actual events or results to differ materially from those projected in any forward-looking statements. NSX Silver does not intend, nor does NSX Silver undertake any obligation, to update or revise any forward-looking information or statements contained in this news release to reflect subsequent information, events or circumstances or otherwise, except if required by applicable laws.
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
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