Mr. Brian Kerzner reports
PRISM RESOURCES ANNOUNCES SHAREHOLDER APPROVAL FOR ROYALTY SALE TO AGNICO EAGLE
At the annual general and special meeting of holders of common shares in the capital of Prism Resources Inc. held on July 23, 2026, shareholders voted in favour of the previously announced sale of its right, title and interest in and to a 7.5-per-cent net profit interest royalty over certain properties in the Porcupine mining district of Ontario, which royalty constitutes substantially all of the assets of the company, to Agnico Eagle Mines Ltd., pursuant to the royalty purchase agreement dated June 3, 2026, between the company, as seller, and Agnico, as purchaser, for total cash consideration of $5-million.
Shareholders holding a total of 33,354,634 shares were represented in person or by proxy at the meeting, representing 64.21 per cent of the 51,945,393 issued and outstanding shares entitled to vote as of June 12, 2026, the record date for the meeting. The special resolution approving the transaction required the approval of: (i) at least 66-2/3 per cent of the votes cast on the transaction resolution by all shareholders present in person or represented by proxy at the meeting; and (ii) a majority of votes cast on the transaction resolution by disinterested shareholders present in person or by proxy at the meeting, which exclude votes attached to shares held by Agnico and certain directors of the company, as required under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions) and the policies of the TSX Venture Exchange. Of the votes cast at the meeting, 93.81 per cent of the votes cast by all shareholders were in favour of the transaction resolution, and 90.74 per cent of the votes cast by disinterested shareholders were in favour of the transaction resolution.
All other motions tabled at the meeting, including the election of Brian Kerzner, Timothy Moody, Robert Parsons, Scott Ross and Patrick Evans to the board of directors of the company, the appointment of Crowe MacKay LLP as the company's auditor, and the reapproval of the company's stock option plan, also passed.
Completion of the transaction is subject to the satisfaction of customary closing conditions for a transaction of this nature, including final approval of the TSX Venture Exchange. Subject to the satisfaction (or waiver) of the closing conditions, it is expected that the transaction will be completed by the end of the month. In addition, the proposed issuance of 33,333,333 shares in settlement of accrued management and director fees, as disclosed in the management information circular of the company dated June 22, 2026, remains subject to the approval of the TSX-V and the company continues to actively pursue approval from the TSX-V in that regard.
About Prism Resources Inc.
Prism Resources is a Canadian precious metal explorer and developer headquartered in Vancouver, B.C. Prism Resources is composed of a strong group of directors with significant experience and a well-established record in the resource sector globally. The company currently holds a 7.5-per-cent net profit interest on Agnico's Aurora and Sunday Lake properties.
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