A SECOND INDEPENDENT PROXY ADVISORY FIRM, GLASS LEWIS RECOMMENDS ALEXCO SHAREHOLDERS VOTE FOR THE PROPOSED TRANSACTION WITH HECLA

A SECOND INDEPENDENT PROXY ADVISORY FIRM, GLASS LEWIS RECOMMENDS ALEXCO SHAREHOLDERS VOTE FOR THE PROPOSED TRANSACTION WITH HECLA

  • The deadline to vote is at 10:00 am (Pacific Time) on Friday , August 26, 2022.
  • For any questions, please contact Alexco's proxy solicitation agent and communications advisor, Laurel Hill Advisory Group, toll free at 1-877-452-7184 (+1-416-304-0211 outside North America) or email assistance@laurelhill.com.

Alexco Resource Corp. (NYSE American: AXU) (TSX: AXU) ("Alexco" or the "Company") is pleased to announce that a second independent, third-party proxy advisory firm, Glass Lewis & Co. LLC (" Glass Lewis ") has recommended Alexco shareholders (" Alexco Shareholders ") vote "FOR" the proposed acquisition of Alexco by 1080980 B .C. Ltd. (" 108 "), a subsidiary of Hecla Mining Company (" Hecla ") at the upcoming special meeting of securityholders to be held on Tuesday, August 30, 2022 at 10:00 a.m. (Pacific Time) (the " Meeting ").

At the Meeting, securityholders will be asked to consider and, if deemed advisable, pass a special resolution (the " Arrangement Resolution ") to approve an arrangement (the " Arrangement "), in accordance with the terms of an arrangement agreement entered into by the Company and Hecla on July 4, 2022 , as assigned and amended (the " Arrangement Agreement ") pursuant to which 108 will acquire all of the issued and outstanding common shares of Alexco (the " Alexco Shares ") that it does not already own by way of a statutory plan of arrangement under the Business Corporations Act ( British Columbia ). Under the terms of the Arrangement, Alexco Shareholders will receive 0.116 common shares in the capital of Hecla (each common share, a " Hecla Share ") for each Alexco Share held (the " Consideration ").

In their report, Glass Lewis noted: "Based on the compelling rationale underpinning the proposed merger, as well as reasonable financial terms, we believe that the proposed merger warrants shareholder support."

Alexco's board of directors UNANIMOUSLY recommends that securityholders
VOTE FOR the Arrangement Resolution

Reasons for the Arrangement

In evaluating and unanimously approving the Arrangement, the special committee of independent Alexco directors (the " Special Committee ") and the board of directors of Alexco (the " Board ") gave careful consideration to the current position and condition and the expected and potential future position and condition of the business of the Company, and all terms of the Arrangement Agreement, including the conditions precedent, representations and warranties and deal protection provisions. The Special Committee and the Board considered a number of factors including, among others, the following:

  • Premium. The Consideration to be received by Alexco Shareholders pursuant to the Arrangement represents a premium of 12% on a spot basis to the July 1, 2022 closing price, and 24% premium using the trailing 5-day volume weighted average trading price on the NYSE American for Alexco Shares and the NYSE for Hecla Shares as of market close on July 1, 2022 .
  • Liquidity. Based on the immediate financing requirements, the business, operations, financial condition and prospects of the Company, as well as the current and prospective environment in which the Company operates, including macroeconomic conditions in Canada and globally, there is a significant risk that the Alexco Shares could continue to trade below US$0.417 , the closing price as at July 1, 2022 , over the short to medium term. The Consideration provides Alexco Shareholders with immediate liquidity at a price that may not be available in the absence of the Arrangement.
  • Strengths and Strategic Fit. If the Arrangement is completed, it is expected that Alexco Shareholders will benefit from:

(i)     the consolidation of the assets of Alexco and Hecla;
(ii)     jurisdictional and project risk diversification; and
(iii)    enhanced capital markets profile, financing capacity and access to capital.

    Alexco Shareholders will also be able to continue to participate in the potential upside from any exploration and development success related to the properties of Alexco, as well as the other properties of Hecla . It is expected that Alexco Shareholders will hold approximately 3% of the Hecla Shares on an outstanding undiluted basis upon completion of the Arrangement.
  • Process . The Arrangement with Hecla resulted from discussions that began months ago. During that time, the management and financial advisors of Alexco communicated with several other parties regarding potential transactions. Confidentiality agreements were entered into with seven potential acquirors or merger partners. Discussions were held with each. The Arrangement is the most attractive of those alternatives. All potential acquirors or merger partners expressed the view that existing silver purchase agreement between Wheaton Precious Metals Corp. (" Wheaton ") and Alexco and certain of its subsidiaries (the " Wheaton Stream Agreement ") would require amendment to ensure the financial viability of Alexco's conventional mining and milling of silver-lead-zinc ore from certain deposits in the Keno Hill District in Yukon, Canada (the " Keno Hill Project "). Of all of the parties the Company approached, only Hecla was successful in negotiating satisfactory arrangements with Wheaton with respect to the Wheaton Stream Agreement.
  • Business and Industry Risks . The business, operations, assets, financial condition, operating results and prospects of Alexco are subject to significant uncertainty, including risks associated with Wheaton's silver purchase streaming rights on its Keno Hill Project, risks associated with a negative working capital position, and risks associated with obtaining financing on acceptable terms or at all. The Special Committee concluded that the Company immediately required additional financing and of the financing alternatives, the Arrangement provided a more favourable outcome to the Company and its stakeholders than any other option that was reasonably available. Further, the Special Committee determined that the Consideration under the Arrangement is more favourable to Alexco Shareholders than continuing with Alexco's current business plan in light of these risks and uncertainties.

The management information circular dated July 28, 2022 and related meeting materials (collectively, the " Meeting Materials ") have been filed by the Company on SEDAR and EDGAR and are available under the Company's profile on SEDAR at www.sedar.com and on EDGAR at www.sec.gov . The Meeting Materials are also available on the Company's website at Alexco - Investors - Special Meeting ( https://alexcoresource.com/investors/special-meeting-of-shareholders/ ).

How to Vote

Due to the essence of time, Alexco securityholders are encouraged to vote online or by telephone.

THE VOTING DEADLINE IS 10:00 a.m. (Vancouver Time) ON FRIDAY AUGUST 26, 2022


Beneficial Shareholder
Shares held with a broker,
bank or other intermediary

Registered Shareholders
Shares held in own name and
represented by a physical
certificate

Option holders,
DSU holders and RSU holders


www.proxyvote.com

www.investorvote.com

www.investorvote.com


Call or fax to the number(s)
listed on your voting
instruction form

Phone: 1-866-732-8683
Fax: 1-866-249-7775

Phone: 1-866-732-8683
Fax: 1-866-249-7775


Return the voting instruction
form in the enclosed envelope

Return the YELLOW form of
proxy in the enclosed postage
paid envelope

Return the GREEN form of
proxy in the enclosed postage
paid envelope

Shareholder Questions and Voting Assistance

For any questions or assistance with voting, Alexco securityholders can contact the Company's proxy solicitation agent, Laurel Hill Advisory Group:

Laurel Hill Advisory Group
North America Toll Free : 1-877-452-7184
Outside North America : 1-416-304-0211
Email: assistance@laurelhill.com

About Hecla

Founded in 1891, Hecla Mining Company (NYSE: HL) is the largest silver producer in the United States . In addition to operating mines in Alaska , Idaho and Quebec, Canada , Hecla owns a number of exploration properties and pre-development projects in world-class silver and gold mining districts throughout North America.

About Alexco

Alexco is a Canadian primary silver company that owns and operates the majority of the historic Keno Hill Silver District in Canada's Yukon Territory , one of the highest-grade silver mines in the world.

Website: www.alexcoresource.com

Forward-Looking Statements

Some statements ("forward-looking statements") in this news release contain forward-looking information concerning the Meeting, Alexco's anticipated results and developments in Alexco's operations in future periods, planned exploration and development of its properties, plans related to its business and other matters that may occur in the future, made as of the date of this news release. Forward-looking statements may include, but are not limited to, statements regarding the Meeting, statements with respect to the consummation and timing of the Arrangement; approval by Alexco securityholders; the satisfaction of the conditions precedent to the transaction; the perceived benefits of the Arrangement; the Consideration to be received by Alexco shareholders in connection with the Arrangement; the timing, receipt and anticipated approval of the court, and of any other regulatory consents and approvals. Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors, which could cause actual events or results to differ from those expressed or implied by the forward-looking statements. Such factors include, among others, the risk that the Arrangement may not close when planned or at all or on the terms and conditions set forth in the Arrangement Agreement; the failure of the Company and Hecla to obtain the necessary regulatory, court, securityholder, and other third-party approvals, or to otherwise satisfy the conditions to the completion of the Arrangement, in a timely manner, or at all, may result in the Arrangement not being completed on the proposed terms, or at all; changes in laws, regulations and government practices; if a third party makes a Superior Proposal (as defined in the Arrangement Agreement), the Arrangement may not be completed and the Company may be required to pay the Termination Fee (as defined in the Arrangement Agreement); if the Arrangement is not completed, and the Company continues as an independent entity, there are risks that the announcement of the Arrangement and the dedication of substantial resources of the Company to the completion of the Arrangement could have an impact on the Company's current business relationships and could have a material adverse effect on the current and future operations, financial condition and prospects of the Company; future prices of silver, gold, lead, zinc and other commodities; market competition; and the geopolitical, economic, permitting and legal climate that Alexco and Hecla operate in. Forward-looking statements are based on certain assumptions that management believes are reasonable at the time they are made. In making the forward-looking statements included in this news release, Alexco has applied several material assumptions, including, but not limited to, assumptions as to the ability of Alexco and Hecla to receive, in a timely manner and on satisfactory terms, the necessary regulatory, court, securityholder and other third party approvals; the satisfaction of the conditions to closing of the Arrangement in a timely manner and completion of the Arrangement on the expected terms; the expected adherence to the terms of the Arrangement Agreement and agreements related to the Arrangement Agreement; the adequacy of Alexco and Hecla's financial resources; favourable equity and debt capital markets; and stability in financial capital markets. There can be no assurance that forward-looking statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Alexco 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 .

Cision View original content: https://www.prnewswire.com/news-releases/a-second-independent-proxy-advisory-firm-glass-lewis-recommends-alexco-shareholders-vote-for-the-proposed-transaction-with-hecla-301608291.html

SOURCE Alexco Resource Corp.

Cision View original content: https://www.newswire.ca/en/releases/archive/August2022/18/c2546.html

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Alexco Resource Corp

Alexco Resource Corp

Alexco Resource Corp is engaged in mineral exploration, and mine development and operational activities primarily in Yukon Territory, Canada. The company explores silver, lead, zinc, and gold deposits. The firm's projects include Keno Hill Silver District, Flame and Moth, Bermingham, Lucky Queen, Bellekeno, and others.

Alexco Obtains Final Order for Plan of Arrangement from the Supreme Court of British Columbia and Provides Transaction Update

Alexco Obtains Final Order for Plan of Arrangement from the Supreme Court of British Columbia and Provides Transaction Update

Alexco Resource Corp. (NYSE American: AXU) (TSX: AXU) ("Alexco" or the "Company") announced today that the Company has obtained a final order from the Supreme Court of British Columbia approving the previously announced acquisition of Alexco by 1080980 B .C. Ltd. (" 108 "), a subsidiary of Hecla Mining Company (NYSE: HL) (" Hecla ") by way of a plan of arrangement (the " Arrangement "). Under the terms of the Arrangement, Alexco's shareholders (the " Shareholders ") will receive 0.116 common shares in the capital of Hecla for each Alexco share held (the " Consideration ").

The Arrangement remains subject to the satisfaction or waiver of customary closing conditions and is expected to close on September 7, 2022 . Following completion of the Arrangement, the common shares of Alexco are expected to be delisted from the Toronto Stock Exchange and the NYSE American. An application is also expected to be made for the Company to cease to be a reporting issuer in the applicable jurisdictions upon closing of the Arrangement.

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Alexco Announces Securityholder Approval of the Plan of Arrangement at Special Meeting and Provides Transaction Update

Alexco Resource Corp. (NYSE American: AXU) (TSX: AXU) ("Alexco" or the "Company") announced today that the Company's Securityholders (as defined below) approved the previously announced acquisition of Alexco by 1080980 B .C. Ltd. (" 108 "), a subsidiary of Hecla Mining Company ( NYSE: HL ) (" Hecla ") by way of a plan of arrangement (the " Arrangement ") at a special meeting of Securityholders held earlier today (the " Meeting ").

The special resolution approving the Arrangement was approved by (i) 92.04% of the votes cast by Alexco's shareholders (the " Alexco Shareholders ") present or represented by proxy at the Meeting; (ii) 92.92% of the votes cast by Alexco Shareholders, optionholders, restricted share unit holders and deferred share unit holders of Alexco (collectively, " Securityholders "), voting as a single class, present or represented by proxy at the Meeting; and (iii) 91.50% of votes cast by Alexco Shareholders other than votes attached to Alexco shares required to be excluded pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions .

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INDEPENDENT PROXY ADVISORY FIRM ISS RECOMMENDS ALEXCO SHAREHOLDERS VOTE FOR THE PROPOSED TRANSACTION WITH HECLA

INDEPENDENT PROXY ADVISORY FIRM ISS RECOMMENDS ALEXCO SHAREHOLDERS VOTE FOR THE PROPOSED TRANSACTION WITH HECLA

  • The deadline to vote is at 10:00 am (Pacific Time) on Friday , August 26, 2022.
  • For any questions, please contact Alexco's proxy solicitation agent and communications advisor, Laurel Hill Advisory Group, toll free at 1-877-452-7184 (+1-416-304-0211 outside North America ) or email assistance@laurelhill.com .

Alexco Resource Corp. (NYSE American: AXU) (TSX: AXU) ("Alexco" or the "Company") is pleased to announce that a leading independent proxy advisory firm, Institutional Shareholder Services Inc. ("ISS") has recommended Alexco shareholders ("Alexco Shareholders") vote "FOR" the proposed acquisition of Alexco by 1080980 B .C. Ltd. ("108"), a subsidiary of Hecla Mining Company ("Hecla") at the upcoming special meeting of securityholders to be held on Tuesday, August 30, 2022 at 10:00 a.m. (Pacific Time) (the "Meeting").

At the Meeting, securityholders will be asked to consider and, if deemed advisable, pass a special resolution (the "Arrangement Resolution") to approve an arrangement (the "Arrangement"), in accordance with the terms of an arrangement agreement entered into by the Company and Hecla on July  4, 2022, as assigned and amended (the "Arrangement Agreement") pursuant to which 108 will acquire all of the issued and outstanding common shares of Alexco (the "Alexco Share") that it does not already own by way of a statutory plan of arrangement under the Business Corporations Act ( British Columbia ). Under the terms of the Arrangement, shareholders will receive 0.116 common shares in the capital of Hecla for each Alexco Share held.

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ALEXCO ANNOUNCES SECOND QUARTER 2022 RESULTS

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(All amounts in CDN$ unless otherwise indicated)

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Alexco Announces the Filing of Management Information Circular in Connection with Special Meeting to Approve Acquisition by Hecla

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For any questions, please contact Alexco Resource's proxy solicitation agent and communications advisor, Laurel Hill Advisory Group, toll free at 1-877-452-7184 (1-416-304-0211 outside North America ) or email assistance@laurelhill.com .

Alexco Resource Corp. (NYSE American: AXU) (TSX: AXU) ("Alexco" or the "Company") announced today that it has filed and mailed the management information circular dated July 28, 2022 (the " Circular ") and related meeting materials (collectively, the " Meeting Materials ") for its special meeting (the " Meeting ") of shareholders (the " Shareholders "), optionholders, restricted share unit holders, and deferred share unit holders of Alexco (collectively, the " Securityholders ") to be held on August 30, 2022 at 10:00 am (Pacific Time) (the " Meeting ") in connection with the proposed business combination with Hecla Mining Company ( NYSE: HL ) (" Hecla "), announced on July 5, 2022 .

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(TheNewswire)

Silver North Resources Ltd.

Vancouver, BC, June 28, 2024 TheNewswire Silver North Resources Ltd. (TSX-V: SNAG, OTCQB: TARSF) " Silver North " or the " Company ") is pleased to announce that it has closed the second tranche (the " Second Tranche ") of its non-brokered private placement (the " Offering ") for gross proceeds of $175,880. Further to the Company's news release dated June 21, 2024, the Company has raised aggregate gross proceeds of $738,380 in the Offering.

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Freegold Ventures Limited (TSX: FVL) (Frankfurt: FR4N) ("Freegold", the Company) today announced that all matters set out in the Management Information Circular dated May 14, 2024 for the 2024 Annual General and Special Meeting of Shareholders held on June 28, 2024 (the "Meeting") were approved by the shareholders holding 101,433,810 shares were voted representing approximately ~ 22.71% of the outstanding shares of the Company.

Freegold Ventures Limited Logo (CNW Group/Freegold Ventures Limited)

The following nine nominees were elected as directors of Freegold.  The detailed results of the vote for the election of directors are set out below:

Nominee

# of Votes For

% of Votes For

# of Votes Withheld

% of Votes Withheld

Ron Ewing

100,880,186

99.45

553,625

0.55

Kristina Walcott

98,974,508

97.58

2,459,303

2.42

Alvin Jackson

99,068,535

97.67

2,365,276

2.33

David Knight

84,204,358

83.01

17,229,453

16.99

Garnet Dawson

99,597,686

98.19

1,836,125

1.81

Glen Dickson

84,989,006

83.79

16,444,805

16.21

Reagan Glazier

76,043,127

74.97

25,390,684

25.03

Maurice Tagami

99,862,881

98.45

1,570,930

1.55

Vivienne Artz

100,633,536

99.21

800,275

0.79

The Company's shareholders approved the appointment of Davidson & Company LLP, Chartered Professional Accountants, as the company's auditors, as set forth in the management information circular.

The Company's shareholders approved all unallocated stock options, rights or entitlements under the Company's stock option plan.

Each of the matters voted upon at the Meeting is discussed in detail in the Company's Information Circular dated May 14, 2024 , which is filed under the Company's profile at www.sedarplus.com .

Drilling remains ongoing at Golden Summit. Ten holes have been completed to date, and two are currently in progress. Assays will be reported once they are received.  The updated resource calculation incorporating the results of the 2023 drilling is expected to be reported in the coming weeks.

Some statements in this news release contain forward-looking information, including without limitation statements as to planned expenditures and exploration programs. These statements address future events and conditions and, as such, involve 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 statements. Such factors include without limitation the completion of planned expenditures, the ability to complete exploration programs on schedule and the success of exploration programs. See Freegold's Annual Information Form for the year ended December 31st, 2023 filed under Freegold's profile at www.sedar.com for a detailed discussion of the risk factors associated with Freegold's operations.

SOURCE Freegold Ventures Limited

Cision View original content to download multimedia: http://www.newswire.ca/en/releases/archive/June2024/28/c4142.html

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Management Commentary

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The Company completed an initial closing of the Offering for gross proceeds of approximately C$302,000 on May 23, 2024 and expects to complete a second closing in the coming days, with additional closings to follow as necessary. Completion of additional closings remains subject to the receipt of all necessary TSXV approvals.

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(TheNewswire)

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