Great Bear Announces Independent Proxy Advisory Firms ISS and Glass Lewis Recommend Securityholders Vote FOR the Proposed Acquisition by Kinross

Great Bear Announces Independent Proxy Advisory Firms ISS and Glass Lewis Recommend Securityholders Vote FOR the Proposed Acquisition by Kinross

Jan 29, 2022 by PR Newswire

Key Facts

  • (the "Company" or "Great Bear", (TSXV: GBR) (OTCQX: GTBAF) announced today that both Institutional Shareholder Services ("ISS") and Glass Lewis & Co., LLC ("Glass Lewis") have recommended that Great Bear shareholders, optionholders, restricted share unit holders, and deferred share unit holders of Great Bear (collectively, "Securityholders") vote FOR the resolution (the "Arrangement Resolution") to approve the proposed acquisition of Great Bear by Kinross Gold Corporation ("Kinross"), (TSX: K) (NYSE: KGC) by way of a plan of arrangement (the "Transaction") at the upcoming special meeting of Great Bear Securityholders on February 14, 2022 (the "Special Meeting").
  • Great Bear's board of directors UNANIMOUSLY recommends that Securityholders VOTE FOR the Arrangement Resolution Great Bear Special Meeting The Special Meeting will be held on Monday, February 14, 2022 at 10:00 a.m. (Vancouver time) in a virtual-only format conducted by live audio webcast, using the Summit meeting platform, at https://meetnow.global/MCZJJLW.
  • In order to make a valid election, registered Securityholders must duly complete, execute and return the letter of transmittal and election form enclosed with the Meeting Materials in accordance with the instructions contained therein by 4:30 p.m. (Vancouver time) on February 9, 2022, or, if the Meeting is adjourned or postponed, no later than 72 hours (excluding Saturdays, Sundays and statutory holidays in British Columbia) before the adjourned Meeting is reconvened or the postponed Meeting is convened.
  • The Arrangement Agreement provides for customary deal-protection provisions, including a non-solicitation covenant on the part of Great Bear and a right for Kinross to match any Superior Proposal (as defined in the Arrangement Agreement).

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