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Golden Lake Announces Securityholder Approval of Arrangement with McEwen Inc.

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Golden Lake (OTCQB:GOLXF) announced securityholder approval of a statutory arrangement to combine with McEwen (NYSE: MUX). Securityholders approved the Arrangement with 99.64% (shareholders) and 99.73% (all securityholders) of votes cast; votes in favour represented ~39% of issued shares. The Exchange Ratio is 0.003876 McEwen shares per Golden Lake share. Outstanding warrants will be cashlessly exercised and cancelled, and convertible notes will convert into Golden Lake shares before the exchange. A British Columbia Supreme Court hearing is anticipated on or about March 23, 2026, with closing targeted on or about March 27, 2026, subject to customary conditions and approvals.

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Positive

  • Securityholder approval with 99.73% of votes cast in favour
  • Exchange Ratio fixed at 0.003876 McEwen shares per Golden Lake share
  • Anticipated closing on or about March 27, 2026, if conditions met
  • British Columbia Supreme Court hearing anticipated on March 23, 2026

Negative

  • Votes in favour represented only ~39% of Golden Lake's issued common shares
  • Completion remains subject to customary conditions, court and stock exchange approvals
  • Outstanding warrants and convertible notes will convert/exercise, increasing share issuance

News Market Reaction – GOLXF

-12.82%
-12.82% Session close to close

In the Mar 19 session, GOLXF declined 12.82%, reflecting a significant negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

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VANCOUVER, BC / ACCESS Newswire / March 19, 2026 / Golden Lake Exploration Inc. ("Golden Lake" or the "Company") (CSE:GLM)(OTCQB:GOLXF) is pleased to announce that at an annual general and special meeting (the "Meeting") of its shareholders, warrantholders and noteholders (collectively, the "Securityholders") held on March 18, 2026, the Securityholders overwhelmingly approved the special resolution authorizing the previously announced business combination with McEwen Inc. (NYSE:MUX)(TSX:MUX) ("McEwen") to be completed by way of statutory plan of arrangement (the "Arrangement") under the Business Corporations Act (British Columbia).

The Arrangement was approved by (i) 99.64% of the votes cast by shareholders present in person or represented by proxy at the Meeting, voting as a class, and (ii) by 99.73% of the votes cast by the Securityholders present in person or represented by proxy at the Meeting, voting as a class. The total votes cast in favour of the Arrangement represented approximately 39% of Golden Lake's total issued and outstanding common shares.

Under the terms of the arrangement agreement dated January 27, 2026 between Golden Lake, McEwen and Timberline Resources Corporation (the "Arrangement Agreement"), which was negotiated at arms-length, each Golden Lake common share (a "Golden Lake Share") would entitle its holder to receive (the "Exchange Ratio") 0.003876 McEwen common shares (each, a "McEwen Share"). In addition, pursuant to the terms of the Arrangement, all outstanding common share purchase warrants of Golden Lake (the "Golden Lake Warrants") will be cashlessly exercised and cancelled in exchange for Golden Lake Shares having a value equal to their in-the-money amount, and (ii) all outstanding convertible notes of Golden Lake (the "Golden Lake Notes") will be converted into Golden Lake Shares based on principal and accrued interest in accordance with their terms. All issued and outstanding Golden Lake Shares (other than those held by McEwen or dissenting shareholders but including the Golden Lake Shares issued to holders of Golden Lake Warrants and holders of Golden Lake Notes) will be exchanged for McEwen Shares on the basis of the Exchange Ratio. Outstanding stock options of Golden Lake will be exchanged for replacement options of McEwen on an equivalent economic basis, with adjusted exercise prices, exercisable within 90 days following the closing of the Arrangement, in accordance with the terms of Golden Lake's stock option plan.

Golden Lake anticipates attending the British Columbia Supreme Court on or about March 23, 2026 to obtain the final order of the Court.

Completion of the Arrangement remains subject to the satisfaction of customary conditions applicable to transactions of this nature, including receipt of requisite court and stock exchange approvals. If all necessary approvals are obtained and the conditions to the Arrangement are met or waived, the Arrangement is anticipated to close on or about March 27, 2026.

About Golden Lake

Golden Lake Exploration is a junior public mining exploration company engaged in the business of mineral exploration and the acquisition of mineral property assets.

For Further Information, Please Contact:

Mike England
CEO & Director
Golden Lake Exploration Inc.
1-888-945-4770

Neither the NYSE, TSX or CSE have reviewed and do not accept responsibility for the adequacy or accuracy of the contents of this news release, which has been prepared by the management of McEwen and Golden Lake.

Cautionary Statement Regarding Forward-Looking Information.

This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements.

In this news release, forward-looking statements relate to, among other things, statements regarding: the Arrangement; the Arrangement Agreement; the receipt of necessary court and regulatory approvals for the Arrangement; the anticipated timeline for approvals and completing the Arrangement; the terms and conditions pursuant to which the Arrangement will be completed, if at all; and the anticipated benefits of the Arrangement. These forward-looking statements are not guarantees of future results and involve risks and uncertainties that may cause actual results to differ materially from the potential results discussed in the forward-looking statements.

In respect of the forward-looking statements concerning the Arrangement and the anticipated timing for completion of the Arrangement including, McEwen and Golden Lake have relied on certain assumptions that they believe are reasonable at this time, including assumptions as to the ability of the parties to receive, in a timely manner and on satisfactory terms, the necessary regulatory, court, stock exchange and other third party approvals and the ability of the parties to satisfy, in a timely manner, the other conditions to the completion of the Arrangement. This timeline may change for a number of reasons, including inability to secure necessary regulatory, court, stock exchange or other third-party approvals in the time assumed or the need for additional time to satisfy the other conditions to the completion of the Arrangement. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release concerning these times.

Risks and uncertainties that may cause such differences include but are not limited to: the risk that the Arrangement may not be completed on a timely basis, if at all; the conditions to the consummation of the Arrangement may not be satisfied; the risk that the Arrangement may involve unexpected costs, liabilities or delays; the possibility that legal proceedings may be instituted against the McEwen, Golden Lake and/or others relating to the Arrangement and the outcome of such proceedings; the possible occurrence of an event, change or other circumstance that could result in termination of the Arrangement; risks relating to the failure to obtain necessary court or other approvals; other risks inherent in the mining industry. Failure to obtain the requisite approvals, or the failure of the parties to otherwise satisfy the conditions to or complete the Arrangement, may result in the Arrangement not being completed on the proposed terms, or at all. In addition, if the Arrangement is not completed, the announcement of the Arrangement and the dedication of substantial resources of McEwen and Golden Lake to the completion of the Arrangement could have a material adverse impact on each of McEwen's and Golden Lake's share price, its current business relationships and on the current and future operations, financial condition, and prospects of each McEwen and Golden Lake.

Golden Lake expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise except as otherwise required by applicable securities legislation.

SOURCE: Golden Lake Exploration Inc.



View the original press release on ACCESS Newswire

FAQ

What did Golden Lake (GOLXF) securityholders approve on March 18, 2026?

They approved a statutory plan of arrangement to combine Golden Lake with McEwen. According to the company, the special resolution passed with 99.64% of shareholder votes and 99.73% of securityholder votes cast at the meeting.

How many McEwen (MUX) shares will Golden Lake (GOLXF) shareholders receive per share?

Golden Lake shareholders will receive 0.003876 McEwen shares per Golden Lake share. According to the company, that Exchange Ratio is set in the January 27, 2026 arrangement agreement between the parties.

When is the Golden Lake and McEwen arrangement expected to close (GOLXF/MUX)?

If approvals and conditions are satisfied, the Arrangement is expected to close on or about March 27, 2026. According to the company, final court and stock exchange approvals remain required before closing can occur.

What happens to Golden Lake warrants and convertible notes under the Arrangement?

Golden Lake warrants will be cashlessly exercised and cancelled; convertible notes will convert into Golden Lake shares. According to the company, those shares will then be exchanged for McEwen shares at the Exchange Ratio.

Will Golden Lake stock options convert to McEwen options and when can they be exercised?

Outstanding Golden Lake options will be exchanged for replacement McEwen options on an equivalent economic basis. According to the company, replacement options will have adjusted exercise prices and be exercisable within 90 days after closing.