Vancouver, British Columbia; December 10, 2019 – Squire Mining Ltd. (CSE:SQR | FWB:9SQ |
OTCQB:SQRMF) (the “Company”) is pleased to announce the results of the Company’s annual general and
special meeting of shareholders (the “Meeting”) held on December 9, 2019.
A total of 82,380,792 common shares (“Common Shares”) representing approximately 63.65% of the
Company’s issued and outstanding Common Shares were present in person or represented by proxy at
Number of Directors and Election of Directors
At the Meeting, shareholders set the number of directors of the Company at five (5) and each of Angela
Holowaychuk, Stefan Matthews, Marco Strub, Michael Cella, and Michael W. Darcy were elected as
directors of the Company for a term expiring at the conclusion of the next annual meeting of shareholders
of the Company, or until their successors are elected or appointed.
Appointment of Auditor
Shareholders were not asked to pass a resolution with respect to the appointment of the auditor of the
Company, as the Company continues to seek a successor auditor. A successor auditor, as and when
identified by the board of directors of the Company, will, pursuant to section 204(4) of the Business
Corporations Act (British Columbia), be appointed by the board to fill the vacancy of the office of the
auditor of the Company and will hold office from the date of appointment of such auditor until the
following annual meeting of shareholders of the Company, at a remuneration to be fixed by the board.
Stock Option Plan
The Company’s existing ‘rolling’ stock option plan was approved by an ordinary, which resolution passed
by a total 80,969,475 Common Shares voted in favour of such resolution, representing approximately
99.953% of the votes cast on such resolution.
Creation of Non‐Voting Participating Shares
The amendment of the articles of the Company to create a new class of shares to be classified as ‘non‐
voting participating shares’ in an unlimited number, with the rights, privileges, restrictions and conditions,
as disclosed in the Company’s management information circular dated November 8, 2019 (the “Circular”)
sent to shareholders in connection with the Meeting, was approved by an ordinary resolution, which
resolution passed by a total 80,977,775 Common Shares voted in favour of such resolution, representing
approximately 99.963% of the votes cast on such resolution.
The consolidation of the Common Shares of the Company on the basis of one (1) post‐consolidation
Common Share for each ten (10) pre‐consolidation Common Share of the Company (the “Consolidation”)
was approved by an ordinary resolution, which resolution was passed by a total 82,165,892 Common
Shares voted in favour of such resolution, representing approximately 99.983% of the votes cast on such
A letter of transmittal with respect to the Consolidation was mailed to registered Shareholders of the
Company along with the Circular. All registered Shareholders with physical certificates will be required to
send their respective certificates representing pre‐consolidation Common Shares, along with a completed
letter of transmittal, to the Company’s transfer agent, TSX Trust Company (the “Transfer Agent”), in
accordance with the instructions provided in the letter of transmittal. Additional copies of the letter of
transmittal can be obtained through the Transfer Agent. All shareholders who submit a duly completed
letter of transmittal along with their respective pre‐consolidation Common Share certificate(s) to the
Transfer Agent, will receive a post‐consolidation Common Share certificate. Shareholders who hold their
Common Shares through a broker or other intermediary and who do not have Common Shares registered
in their name, will not need to complete a letter of transmittal. Any questions in connection to the
Consolidation should be directed to the Transfer Agent by telephone at 1 (866) 600‐5869, by facsimile at
(416) 361‐0470 or by email at [email protected]
The Company will provide a further update regarding the Consolidation when, and if, the board of
directors of the Company makes a determination to proceed with the Consolidation.
As disclosed in the Circular, the Company expects to change its name from “Squire Mining Ltd.” to “Taal
Distributed Information Technologies Inc.” or such other name as may be determined by the Company,
concurrently with the Consolidation, subject to applicable regulatory approval (the “Name Change”).
Following the Name Change, the Company is expected to change its ticker symbol on the Canadian
Securities Exchange (“CSE”) to “TAAL”. The Company’s ticker symbols on the Frankfurt Stock Exchange
and the OTCQB Venture Marketplace are expected to remain the same.
About Squire Mining Ltd.
Squire is a Canadian based technology company engaged, through its subsidiaries, in the business of
operating, managing and developing cloud computing data infrastructure and system technology to
support global blockchain applications related to Bitcoin SV, Bitcoin Core and other SHA‐256 based digital
For further information contact:
Head of Investor Relations
Telephone: +1 800‐371‐2809
The CSE accepts no responsibility for the adequacy or accuracy of this release.
CAUTIONARY STATEMENT REGARDING FORWARD‐LOOKING INFORMATION:
This news release includes “forward‐looking information” as defined under applicable Canadian securities legislation. Forward‐
looking information and statements include, but are not limited to, disclosure regarding possible events,
that are based on assumptions about future economic conditions and courses of action. Forward‐looking
statements address future events and conditions and are necessarily based upon a number of estimates and
assumptions. These statements relate to analyses and other information that are based on forecasts of future
results, estimates of amounts not yet determinable and assumptions of management. Any statements that
express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives,
assumptions or future events or performance (often, but not always, using words or phrases such as
“expects” or “does not expect”, “anticipates” or “does not anticipate”, “plans”, “estimates” or “intends”, or
stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be
achieved), and variations of such words, and similar expressions are not statements of historical fact and
may be forward‐looking statements. Forward‐looking information is necessarily based upon a number of
estimates and assumptions that, while considered reasonable, are subject to known and unknown risks,
uncertainties, and other factors which may cause the actual results and future events to differ materially
from those expressed or implied by such forward‐looking information. Such factors include, but are not
limited to: general business, economic, competitive, political and social uncertainties, uncertain and
volatile equity and capital markets, lack of available capital, future demand for Bitcoin SV, Bitcoin Core
and other cryptocurrencies and risks related to the mining thereof, integration issues, personnel and
staffing requirements and technological change and obsolescence. There are no assurances with respect
to: completion of the Consolidation, the change of the ticker symbol of the Company on the CSE or the
Name Change, including, in each case, the effect thereof on the Company and the timing for completion
thereof; and the receipt and nature of regulatory approval for the Name Change. Actual results and future
events could differ materially from those anticipated in such forward looking information. Accordingly,
readers should not place undue reliance on forward‐looking information. All forward looking information
in this news release is made as of the date hereof and qualified by these cautionary statements and those
in our continuous disclosure filings available on SEDAR at www.sedar.com. Squire disclaims any intention
or obligation to update or revise such forward‐looking information, whether as a result of new information,
future events or otherwise, except as required by law.