February 10, 2020 – Vancouver, British Columbia – Stellar AfricaGold Inc. (“Stellar” or the “Company”) (TSX Venture: SPX) is pleased to announce that its previously announced spin-out transaction (the “Spin-Out”) involving shares of Mosaic Minerals Inc. (“Mosaic”) is anticipated to close on February 12, 2020.
On December 20, 2018 Stellar transferred its Opawica mineral property, Quebec (the “Opawica Property”) to Mosaic in exchange for 7,200,000 common shares of Mosaic (“Mosaic Shares”). Under the Spin-Out and, as described in more detail below, Stellar has distributed 2,000,000 of the Mosaic Shares to existing Stellar shareholders (each a “Stellar Shareholder”) and retained 5,200,000 Mosaic Shares.
The Spin-Out will be completed by way of a statutory plan of arrangement under the Business Corporations Act (British Columbia) (the “Arrangement”) which was approved by the shareholders of Stellar on December 18, 2018 and received approval of the Supreme Court of British Columbia on February 5, 2019. Additional details on the Arrangement are contained in Stellar’s management information circular dated November 12, 2018, which is available at www.sedar.com under Stellar’s profile.
In accordance with the terms of the Arrangement, each outstanding common share of Stellar held by a Stellar Shareholder of as of February 12, 2020 (the “Record Date”) will be exchanged for one (1) new common share of Stellar and 0.0312 of a Mosaic Share. Stellar Shareholders do not need to take any action to receive their Mosaic Shares and do not need to exchange their certificates representing the common shares of Stellar for new certificates.
Mosaic has applied to list on the Canadian Securities Exchange. The listing application remains pending at this date.
A copy of the February 10, 2020 news release is available here.
ABOUT STELLAR AFRICAGOLD INC.
Stellar AfricaGold Inc. is a Canadian gold exploration company with offices in Vancouver, BC and Montreal, QC, and operations concentrated in West Africa and in Quebec.
Stellar is focusing on the acquisition, exploration and promotion of new mineral exploration projects in north and west African jurisdictions to create wealth for shareholders.
