WSTRF 8-K
Western Uranium & Vanadium Corp. (WSTRF)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 29, 2020
| WESTERN URANIUM & VANADIUM CORP. |
| (Exact Name of Registrant as Specified in its Charter) |
| Ontario, Canada | 000-55626 | 98-1271843 | ||
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 330 Bay Street, Suite 1400, Toronto, Ontario, Canada | M5H 2S8 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (970) 864-2125
| N/A |
| (Former Name or Former Address, if Changed Since Last Report.) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of exchange on which registered | ||
| N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
þ Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 29, 2020, Western Uranium & Vanadium Corp. (the “Company”) held its Annual General and Special Meeting of Shareholders, at which shareholders elected directors, reappointed MNP LLP as auditor for the Company and authorized the Board to fix the auditor’s remuneration for the ensuring year. The final voting results for each of these matters were as follows:
1. Election of Directors:
| Nominee | Votes For % | Votes For | Votes Withheld | Broker Non-Votes | ||||||||||||
| George E. Glasier | 98.27 | % | 7,448,243 | 131,081 | 5,964,501 | |||||||||||
| Bryan Murphy | 99.01 | % | 7,504,636 | 74,688 | 5,964,501 | |||||||||||
| Andrew Wilder | 99.01 | % | 7,504,636 | 74,688 | 5,964,501 | |||||||||||
2. Appointment of MNP LLP:
| Votes For % | Votes For | Votes Withheld | Broker Non-Votes | |||||||||||
| 99.34 | % | 13,455,050 | 88,775 | 0 | ||||||||||
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
On July 6, 2020, the Company issued a press release to announce results of the Company’s Annual General and Special Meeting held on June 29, 2020. A copy of the press release is included as Exhibit 99.1.
| Exhibit No. |
Description | |
| 99.1 | Press release dated July 6, 2020 |
1
SIGNATURES
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 hereunto duly authorized.
| Date: July 6, 2020 | WESTERN URANIUM & VANADIUM CORP. | |
| By: | /s/ Robert Klein | |
|
Robert Klein Chief Financial Officer | ||
2
Exhibit 99.1
Western Uranium & Vanadium Corp. Announces Results of Annual General and Special Meeting
FOR IMMEDIATE RELEASE
July 6, 2020 Toronto, Ontario and Nucla, Colorado - Western Uranium & Vanadium Corp. (CSE: WUC) (OTCQX: WSTRF) (“Western” or the “Company”) is pleased to announce the results of the Company’s Annual General and Special Meeting (“Meeting”) held in Nucla, Colorado on June 29, 2020.
Proxy votes were cast for common shares representing approximately 45.0% of the issued and outstanding common shares of the Company as at the record date for the Meeting. The shareholders approved all resolutions submitted for their consideration at the Meeting, each such resolution being approved by a margin significantly in excess of a two-thirds of the votes cast for the Meeting.
Election of Directors
At the Meeting, the shareholders elected the slate of directors proposed by management to the Company’s Board, namely, George Glasier, Bryan Murphy, and Andrew Wilder.
Appointment of Auditor
The shareholders re-appointed MNP LLP as auditor of the Company, and authorized the Board to fix the auditor’s remuneration for the ensuing year.
Board Meeting
At a meeting of the newly-elected Board immediately following the shareholders’ Meeting, the Board re-appointed Bryan Murphy as Chairman of the Board.
At the same meeting of the Board, the following management appointments were confirmed for the ensuing year: George Glasier, President and Chief Executive Officer; Robert Klein, Chief Financial Officer; Denis Frawley, Corporate Secretary.
About Western Uranium & Vanadium Corp.
Western Uranium & Vanadium Corp. is a Colorado based uranium and vanadium conventional mining company focused on low cost near-term production of uranium and vanadium in the western United States, and development and application of kinetic separation.
Cautionary Note Regarding Forward-Looking Information: Certain information contained in this news release constitutes “forward-looking information” or a “forward-looking statements” within the meaning of applicable securities laws (collectively, “forward-looking statements”). Statements of that nature include statements relating to, or that are dependent upon: the Company’s expectations, estimates and projections regarding exploration and production plans and results; the timing of planned activities; whether the Company can raise any additional funds required to implement its plans; whether regulatory or analogous requirements can be satisfied to permit planned activities; and more generally to the Company’s business, and the economic and political environment applicable to its operations, assets and plans. All such forward-looking statements are subject to important risk factors and uncertainties, many of which are beyond the Company’s ability to control or predict. Please refer to the Company’s most recent Management’s Discussion and Analysis, as well as its other filings at www.sec.gov and/or www.sedar.com, for a more detailed review of those risk factors. Readers are cautioned not to place undue reliance on the Company’s forward-looking statements, and that these statements are made as of the date hereof. While the Company may do so, it does not undertake any obligation to update these forward-looking statements at any particular time, except as and to the extent required under applicable laws and regulations.
FOR ADDITIONAL INFORMATION, PLEASE CONTACT:
George Glasier
President and CEO
970-864-2125
Robert Klein
Chief Financial Officer
908-872-7686