Treasury Metals Distribution

Treasury Metals Distribution

See calculator at bottom of page.

First Mining will be holding its Annual General and Special Meeting of its shareholders at 10 a.m. (Pacific Time) on Wednesday, June 30, 2021 (the “2021 AGM”).

At the 2021 AGM, in addition to regular annual matters, shareholders will be asked to pass a special resolution to approve the distribution to First Mining’s shareholders (the “Distribution”) of a certain number of shares and warrants of Treasury Metals Inc. (“Treasury Metals”).

First Mining recommends that shareholders vote FOR the Distribution.

The management information circular (the “Circular”) for the 2021 AGM, along with the other meeting materials, are currently being mailed to shareholders, and you should expect to receive these materials within the next couple of weeks.  These materials have been uploaded to the Company’s SEDAR profile at www.sedar.com., and they are also available on First Mining’s website at www.firstmininggold.com/investors/AGMShareholders are encouraged to read the Circular for details about the Distribution.


Key Points for First Mining Shareholders:

  • Review the meeting materials in their entirety.
  • Vote your shares as soon as you can, and by no later than 10 a.m. (Pacific Time) on Monday, June 28, 2021.
  • As long as final court approval is obtained for the plan of arrangement under which the Distribution will be carried out (court approval expected on July 5, 2021), anyone who holds First Mining shares as of the record date for the Distribution (expected to be on or about July 14, 2021) will be entitled to receive shares and warrants of Treasury Metals under the Distribution.
  • The Plan of Arrangement is expected to become effective on or about July 15, 2021, and the Distribution will occur shortly after the Plan of Arrangement has become effective.
  • If you are a U.S. person, please complete the IRS Form W-9 that was included in the package of meeting materials that you received and return it to First Mining (you can e-mail the completed form to info@firstmininggold.com, or mail it to First Mining’s head office, to the attention of “Office Administrator”).  The IRS Form W-9 is also available below:

For answers to some common questions that shareholders may have with respect to the Distribution, please see the following Distribution FAQs which are set out in the Circular (note: these answers are summary in nature, and are qualified in their entirety by the more detailed information in the Circular.  Accordingly, shareholders of First Mining are encouraged to review the more detailed information in the Circular):

First Mining has engaged Kingsdale Advisors Inc. (“Kingsdale”) as a strategic shareholder advisor and proxy solicitation agent to assist our shareholders in voting their shares in connection with the 2021 AGM, and to answer shareholder questions regarding the Distribution. 

Any shareholder who wishes to contact Kingsdale can do so by telephone (toll-free in North America at 1.877.659.1822 or collect call outside North America at 416.867.2272), or by e-mail at contactus@kingsdaleadvisors.com

In addition, shareholders with questions regarding the Distribution or the 2021 AGM can also contact Janet Meiklejohn, First Mining’s Vice President, Investor Relations, at 1.844.306.8827 or by e-mail:  info@firstmininggold.com

Number of First Mining Shares you own

Number of Treasury Metals shares you will receive

Number of Treasury Metals warrants you will receive

Notes:

  • This calculator is for illustrative purposes only, and shows you the approximate number of shares and warrants of Treasury Metals that you will receive under the Distribution if you are a First Mining shareholder as of the record date for the Distribution (the record date is expected to be July 14, 2021). The numbers provided by this calculator should not be relied on as the final number of shares and warrants of Treasury Metals that you will receive under the Distribution.
  • The formula used for this calculator assumes that the number of First Mining’s outstanding shares that was stated in the Information Circular dated May 18, 2021, being 697,717,158 shares, will remain unchanged between now and the record date for the Distribution. In the event the number of First Mining’s outstanding shares increases before the record date for the Distribution, the number of shares and warrants of Treasury Metals that you will receive under the Distribution will be slightly lower than the numbers shown by this calculator.
  • For the purposes of calculating the number of Treasury Metals warrants that you will receive under the Distribution, it has been assumed that the Warrant Indenture governing the warrants will be amended prior to the date of the Distribution such that, at the time of the Distribution, there will be 11,666,666 warrants of Treasury Metals that will be distributed to First Mining’s shareholders as of the record date for the Distribution.

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