GTA Announces Results Of Shareholder Meeting And Non-Binding Offer For All Assets

(Burlington, January 7, 2018) GTA Resources and Mining Inc. (“GTA”) (GTA: TSX-V) reports that at the Annual and Special Shareholder Meeting held January 7, 2019 (the “AGM”), shareholders passed all management resolutions proposed in the Management Information Circular (the”Circular”). All existing directors were re-elected including Peter M. Clausi, Brian Crawford, Wayne Reid, Julio DiGirolamo and J. Birks Bovaird.

 

Among the resolutions passed, the shareholders approved the sale of all the assets of GTA to CBLT Inc., on terms set out in the Circular and pursuant to an agreement between them (the “CBLT Agreement”). However, after the mail date of the Circular GTA received a non-binding offer from an arm’s length Canadian mineral exploration reporting issuer (the “New Bidder”) which GTA’s board considers to be superior to the terms of the CBLT Agreement. GTA and the New Bidder are

proceeding in good faith towards converting the non-binding offer into a definitive agreement (the “New Bidder Agreement”), and as a result more time is needed. The shareholders therefore voted to adjourn (not terminate) the AGM to a date not more than three months from the date of the AGM, with notice of re-convening the meeting to be provided by press release with at least two weeks notice. If the New Bidder and GTA execute the New Bidder Agreement, disclosure of the New Bidder Agreement and its material terms will be made in the same press release for the shareholders to consider at the re-convened meeting.

 

There are risks inherent in adjourning the meeting, including but not limited to the risk there are no assurances that GTA and the New Bidder will be able to agree upon terms for the New Bidder Agreement.

 

On behalf of the board of directors GTA Resources and Mining Inc.

“Peter M. Clausi”

Director and CEO

+141690-1232