Fury Gold Mines Ltd 6-K, filed Sep 28, 2020
Fury Gold Mines Ltd (FURY)
6-K
2020-09-28
For: 2020-09-25
View Original
Added on
April 10, 2026
About this 6-K
Fury Gold Mines Ltd filed this 6-K on September 28, 2020.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF
1934
For the month of September 2020
Commission File No.
001-38145
Auryn Resources
Inc.
(Translation of registrant's name into English)
(Translation of registrant's name into English)
Suite 600, 1199 West Hastings
Street
Vancouver, British Columbia, V6E 3T5 Canada
(Address of principal executive office)
Vancouver, British Columbia, V6E 3T5 Canada
(Address of principal executive office)
Indicate by check mark
whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F
Form
20-F [ ] Form
40-F [X]
Indicate by check mark
if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1) [ ]
Indicate by check mark
if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7) [ ]
SUBMITTED
HEREWITH
Exhibits
Press
Release - ISS
Proxy Advisory Supports Auryn’s Proposed Reorganization and
Acquisition of Eastmain
Resources
SIGNATURE
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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AURYN RESOURCES INC.
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Date: September 25,
2020
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By:
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/s/ Elizabeth
Senez
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Elizabeth
Senez
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Interim
Chief Financial Officer
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Exhibit
99.1
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ISS Proxy Advisory Supports Auryn’s Proposed Reorganization
and Acquisition of Eastmain Resources
Vancouver, Canada – September 25, 2020 – Auryn Resources Inc.
(TSX: AUG, NYSE AMERICAN: AUG) (“Auryn” or the
“Company”) is pleased to announce that
Institutional Shareholder Services Inc. (“ISS”) has recommended that Auryn
shareholders (the “Shareholders”) vote in favour of
all proposed resolutions related to the reorganization of the
Company (the “Reorganization
Arrangement”), the acquisition of Eastmain Resources
(“Eastmain”)
(the “Eastmain
Acquisition”) and the recently closed bought-deal
subscription receipts financing (the “Financing”), collectively the
transactions (the “Transactions”), at the upcoming
special meeting on October 5, 2020 (the “Meeting”). The Transactions
will result in the creation
of Fury Gold Mines Limited (“Fury
Gold”), a
well-financed, Canadian-focused gold exploration and development
company that combines Auryn’s Canadian projects with
Eastmain’s operations, and two new independent companies
holding Auryn’s Peruvian assets, shares of which will be
distributed to Auryn shareholders. Proxy voting of about a third of
issued shares to-date has demonstrated exceedingly positive
shareholder support for the Transactions.
In recommending that Shareholders vote FOR the Transactions, ISS
noted that the resulting Fury Gold will have an improved
capital markets profile to attract institutional investment and a
solid prospect in Eastmain’s Eau Claire project for near-term
commercial mine development.
ISS recommended against approval of Auryn’s proposed special
resolution to adopt new corporate articles (which are similar to
by-laws), citing concerns with the draft form of articles filed on
SEDAR.com on September 8, 2020. These concerns were in regard to
certain requirements for advance notice of shareholder
director nominees and certain provisions relating to
directors’ powers in regard to capital alterations, use of
alternate directors and inclusion of a chairperson casting
vote. In response, Auryn
has today approved changes to the proposed new articles to address
all ISS concerns. These revised articles will be proposed
for approval at the Meeting in lieu of the earlier draft and are
now filed on SEDAR.com.
The Meeting
The
annual general and special meeting will be held virtually on
Monday, October 5, 2020 at 10:00 a.m. (Vancouver time). Visit
https://web.lumiagm.com/481668070
prior to the start of the Meeting to login. Click on “I have
a login” and enter your 15-digit control number or username
along with the password “auryn2020” (case
specific).
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YOUR
VOTE IS IMPORTANT - PLEASE VOTE TODAY
The proxy voting deadline is 10:00
a.m. (Vancouver time) on Thursday, October 1,
2020.
Securityholders
of Auryn are encouraged to vote today via internet or by
telephone.
The Board of Directors of Auryn UNANIMOUSLY recommends Securities
vote
IN FAVOUR all resolutions being proposed at the shareholder’s
meeting.
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To
ensure an informed decision is made, Securityholders are encouraged
to read the Management Information Circular dated September 3, 2020
which can be found on the Company’s SEDAR profile at
www.sedar.com and
on the Company’s website at: https://www.aurynresources.com/investors/investor-package/.
Securityholder Information and Questions
Securityholders
who have questions or need assistance with voting their securities
should contact Auryn’s proxy solicitation agent, Laurel Hill
Advisory Group by telephone at 1-877-452-7184 toll-free in North
America (+1-416-304-0211 for international calls) or by email at
assistance@laurelhill.com.
ON
BEHALF OF THE BOARD OF DIRECTORS OF AURYN RESOURCES
INC.
Ivan Bebek
Executive
Chairman
For further information on Auryn Resources Inc., please contact
Natasha Frakes, Manager of Corporate Communications at (778)
729-0600 or info@aurynresources.com.
About Auryn
Auryn Resources is a technically-driven, well-financed junior
exploration company focused on finding and advancing globally
significant precious and base metal deposits. The Company built a
portfolio of six projects in Canada and Peru containing gold,
silver and copper resources and exploration targets. On July 29,
2020, Auryn announced its intention to spin out its Peruvian assets
into two new companies and acquire Eastmain Resources, creating a
Canadian gold-focused exploration and development company to be
renamed as Fury Gold Mines. The Company’s two flagship
Canadian properties are the Committee Bay gold project in Nunavut
and Homestake gold project in British Columbia for which an amended
preliminary economic assessment was filed effective June 24, 2020.
Upon closing of the spinout and acquisition transactions, expected
in October 2020, Fury Gold’s three core assets will comprise
of Eau Claire in Quebec, Committee Bay and Homestake Ridge. Auryn
shareholders, invested prior to the completion of the transactions,
will become shareholders of Fury and will also receive shares in
the two new Canadian spin out companies, one holding the Sombrero
copper-gold project, and the other holding both the Curibaya
silver-gold project and Huilacollo gold project. Auryn’s
technical and management teams have an impressive track-record of
successfully monetizing assets for all stakeholders and local
communities in which it operates. Auryn conducts itself to the
highest standards of corporate governance and sustainability. For
more information on the company and the transactions, please
visit www.aurynresources.com.
Certain
information set forth in this news release may contain
forward-looking statements that involve substantial known and
unknown risks and uncertainties. Forward-looking statements consist
of statements that are not purely historical, including statements
regarding beliefs, plans, expectations or timing of future plans,
and include, but not limited to, statements regarding mailing of
the meeting materials, the anticipated date of the Meeting, the
completion of the Financing and the anticipated benefits of the
Transactions, including statements in respect of Fury Gold and the
SpinCos. These forward-looking statements are subject to numerous
risks and uncertainties, certain of which are beyond the control of
Auryn, including, but not limited to the impact of general economic
conditions, industry conditions, dependence upon regulatory
approvals and the availability of financing, timely completion of
proposed studies and technical reports, and risks associated with
the exploration, development and mining industry generally such as
economic factors as they effect exploration, future commodity
prices, changes in interest rates, safety and security, political,
social or economic developments, environmental risks, insurance
risks, capital expenditures, operating or technical difficulties in
connection with development activities, personnel relations, the
speculative nature of gold exploration and development, including
the risks of diminishing quantities of grades of Mineral Resources,
contests over property title, and changes in project parameters as
plans continue to be refined. Readers are cautioned that the
assumptions, used in the preparations of such information, although
considered reasonable at the time of preparation, may prove to be
imprecise and, as such, undue reliance should not be placed on
forward-looking statements. The Company assumes no obligation to
update such information, except as may be required by
law.
The
Toronto Stock Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of this
release.