20 March 2023
(Montreal, March 17, 2023) Osisko Metals Incorporated (the "Company" or "Osisko Metals") (TSX-V: OM; OTCQX: OMZNF; FRANKFURT: 0B51) is pleased to announce that it expects to close its previously-announced transaction with a subsidiary of Appian Natural Resources Fund III LP ("Appian") in late March or early April 2023, which will result in the formation of a joint venture for the advancement of Osisko Metals' Pine Point Project (the "Transaction"). To that end, the Company is pleased to announce that it has received the requisite shareholder and stock exchange approvals to close the Transaction.
Pursuant to the policies of the TSX Venture Exchange (the "Exchange"), the Company is permitted to obtain shareholder approval of the Transaction by way of a written consent of the shareholders holding at least 50% of the outstanding common shares of the Company. As at March 17, 2023, the Company received written consents in respect of the Transaction from shareholders holding an aggregate of 122,018,186 Common Shares, representing approximately 54.1% of the outstanding common shares of the Company.
In addition, on March 16, 2023, the Company received the conditional approval of the Exchange to complete the Transaction. The Transaction remains subject to final acceptance of the Exchange.
Robert Wares, Chairman & CEO, commented: "We are very grateful for the support of our shareholders regarding the joint venture transaction with Appian on the Pine Point Project. Having expeditiously obtained the required shareholder and stock exchange approvals, we expect to be able to close the joint venture transaction in late March or early April 2023. On behalf of the Board of Directors of Osisko Metals, we thank our shareholders, management, and our advisors and partners for their hard work and long-standing support, and we look forward to rapidly advancing the Pine Point project with Appian."
Completion of the Transaction remains subject to, among other things, satisfaction of all conditions precedent to the closing of the Transaction pursuant to the investment agreement dated February 21, 2023 between the Company and Appian in respect of the Transaction (the "Investment Agreement"). Assuming that all conditions precedent to the completion of the Transaction are satisfied or waived, the Company anticipates the closing of the Transaction will occur in late March or early April 2023.
For more details on the Transaction, please refer to the Company's news release on February 22, 2023, the material change report dated February 27, 2023 and the Investment Agreement, copies of which are available on SEDAR (www.sedar.com) under the Company's issuer profile.