August 29, 2023
Toronto, Ontario, August 29, 2023 – Talisker Resources Ltd. (“Talisker” or the “Company”) (TSX:TSK | OTCQX:TSKFF) announces that the Company’s board of directors has approved consolidating (the “Consolidation”) its common shares (“Shares”) on the basis of one post-consolidation Share for every five pre-consolidation Shares, effective September 1, 2023 (the “Effective Date”).
The Consolidation is subject to approval by Toronto Stock Exchange (the “TSX”) and follows approval of a consolidation of the Shares on the basis of a range of up to five pre-consolidation Shares for every one post-consolidation Share at the annual and special meeting of shareholders of the Company held on June 29, 2023. As a result of the Consolidation, the number of issued and outstanding Shares will be reduced from 384,856,151 to approximately 76,971,230, subject to adjustment for rounding. No fractional shares will be issued in connection with the Consolidation. If a holder of Shares would otherwise be entitled to a fraction of a share, then the number of post-Consolidation Shares issuable to such shareholder shall be rounded down to the next lower whole number. No cash consideration will be paid in respect of fractional shares. The exercise or conversion price and/or the number of Shares issuable under any of the Company’s outstanding convertible securities will be proportionately adjusted in connection with the Consolidation.
The Shares will continue to trade on the TSX under the symbol “TSK” and on the OTCQX under the symbol “TSKFF” on a post-Consolidation basis, under a new CUSIP number - 87425A887. The Shares are expected to begin trading on a post-consolidation basis on the TSX when markets open on or about Wednesday, September 6, 2023.
Shareholders of record as of the Effective Date will receive a letter of transmittal from TSX Trust Company, the transfer agent for the Shares, providing instructions for the exchange of their Shares as soon as practicable following the Effective Date. Until surrendered, each share certificate representing pre-Consolidation Shares will represent the number of whole post-Consolidation shares to which the holder is entitled as a result of the Consolidation.
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About Talisker Resources Ltd.
Talisker (taliskerresources.com) is a junior resource company involved in the exploration of gold projects in British Columbia, Canada. Talisker’s projects include the Bralorne Gold Complex and the Ladner Gold Project, both advanced stage projects with significant exploration potential from historical high-grade producing gold mines, as well as its Spences Bridge Project where the Company holds ~85% of the emerging Spences Bridge Gold Belt, and several other early-stage Greenfields projects. With its properties comprising 291,392 hectares over 487 claims, three leases and 197 crown grant claims, Talisker is a dominant exploration player in south-central British Columbia.
Caution Regarding Forward Looking Statements
Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance and include statements regarding: the timing of the Consolidation, including the Effective Date; the effect of the Consolidation on the Company’s capital structure, including the number of Shares outstanding after the Consolidation; the treatment of fractional shares; and the expected trading date of the post-Consolidation Shares on the TSX. The use of any of the words “could”, “intend”, “expect”, “believe”, “will”, “projected”, “estimated” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on Talisker’s current belief or assumptions as to the outcome and timing of such future events. Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information. Those assumptions and factors are based on information currently available to Talisker. Although such statements are based on reasonable assumptions of Talisker’s management, there can be no assurance that any conclusions or forecasts will prove to be accurate.
Forward looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance, or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include risks relating to general business, economic, competitive, policy and social uncertainties, and risks relating to the failure to receive all requisite regulatory approvals.
The forward-looking information contained in this release is made as of the date hereof, and Talisker is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.