June 29, 2020. Fosterville South Exploration Ltd. (“Fosterville South” or the “Company”, FSX:TSX Venture; FSXLF: OTC Markets; 4TU: Germany) is pleased to announce that its common shares are now eligible for electronic clearing and settlement through the Depository Trust Company (“DTC”) in the United States. DTC is a subsidiary of the Depository Trust & Clearing Corporation, a U.S. company that manages the electronic clearing and settlement of publicly traded companies. Securities that are eligible to be electronically cleared and settled through DTC are considered to be “DTC eligible”. DTC eligibility is expected to simplify the process of trading and enhance liquidity of the Company’s common shares in the United States.
The ability to have Fosterville South’s shares electronically transferred between brokerages in the United States is significantly more convenient and reduces the costs incurred in trading shares. With Fosterville South’s shares now traded electronically, existing investors benefit from greater liquidity and execution speeds, while we have also opened the door to new investors that may have been previously restricted from our stock.
Further, as an update to Fosterville South’s News Release “Fosterville South to Spin-out Avoca and Timor Tenements, Victoria to Leviathan Gold Ltd., the Shares of Which Will be Distributed to Fosterville South Shareholders” dated June 23, 2020, the Company notes that a record date for shareholders who are eligible to vote at the special meeting of shareholders which will be held to approve the transaction will be set upon obtaining TSX Venture approval and meeting other conditions as detailed in the June 23rd News Release.
Each shareholder of Fosterville South at the date the spinout transaction becomes effective (the “Effective Date”) will receive one full share of Leviathan Gold Ltd. for each share of Fosterville South held by such shareholder on the Effective Date. The Effective Date will only occur after the date of the shareholder meeting and after Fosterville South has received the final approval of the court in respect of the spinout transaction. Fosterville South will issue a press release announcing the Effective Date of the spin out transaction at least two business days prior to the Effective Date of the spin out transaction in order to update the market and to permit holders of Fosterville South convertible securities to exercise such securities in order for such holders of Fosterville South convertible securities to participate in the spinout transaction and receive the Leviathan Gold Ltd. shares being distributed thereunder.
In addition to the common shares currently issued by Fosterville South, there are a total of 6,818,180 warrants exercisable at $2.00 and 907,935 broker warrants exercisable at $1.10. These warrants and any common shares issued as a result of the exercising of these warrants are restricted until September 15, 2020 as per the terms of the Company’s recently completed $15 million financing (see Fosterville South News Release dated May 14, 2020). If warrant holders exercise warrants and receive Fosterville South shares as a result of exercise prior to the Effective Date of the spinout transaction, they will receive corresponding shares in Leviathan Gold Ltd.
If all these warrants are exercised, this would bring an additional (approximate) $14.63 million into the Fosterville South treasury, bolstering an already strong cash position and balance sheet.
We will keep investors apprised as we advance the regulatory requirements relating to the completion of the Avoca and Timor spin out and provide this link to a Question and Answer Document regarding the transaction on our website (https://fostervillesouth.com/questions-and-answers/).
On behalf of the Company
Chief Executive Officer and Director
Adam Ross, Investor Relations
Direct : (604) 229-9445
Toll Free: 1(833) 923-3334
Information set forth in this news release contains forward-looking statements that are based on assumptions as of the date of this news release. These statements reflect management’s current estimates, beliefs, intentions and expectations. They are not guarantees of future performance. Fosterville South cautions that all forward looking statements are inherently uncertain and that actual performance may be affected by many material factors, many of which are beyond their respective control. Such factors include, among other things: risks and uncertainties relating to he receipt approvals to complete the spin-out transaction, the satisfaction of the conditions precedent to the completion of the spin out transaction, Fosterville South’s limited operating history, its proposed exploration and development activities on is Lauriston and Golden Mountain Properties and the need to comply with environmental and governmental regulations. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward-looking information. Except as required under applicable securities legislation, Fosterville South does not undertake to publicly update or revise forward-looking information.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.