TORONTO June 9, 2026 /BusinessWire: Rupert Resources Ltd. (TSX: RUP, OTCQX: RUPRF, FSE:R05) (“Rupert” or the “Company”) is pleased to announce that, at the special meeting of holders (“Shareholders”) of its common shares (“Shares”), holders of its options to purchase Shares (“Options”), holders of its deferred share units (“DSUs”), holders of its performance share units (“PSUs”) and holders of its restricted share units (“RSUs” and, collectively with the Shareholders, holders of Options, DSUs, PSUs and RSUs, the “Securityholders”) held on June 9, 2026 (the “Meeting”), the special resolution (the “Arrangement Resolution”) approving the previously announced plan of arrangement under the provisions of the Business Corporations Act (British Columbia), pursuant to which, among other things, Agnico Eagle Mines Limited (NYSE: AEM, TSX: AEM) (“Agnico Eagle”) will acquire all of the issued and outstanding Shares that it does not already own (the “Arrangement”), was approved.
Pursuant to the Arrangement, each Share will be exchanged for: (i) 0.0401 of a common share of Agnico Eagle; and (ii) contingent consideration of up to C$3.00, in the form of a contingent value right (a “CVR”), that is payable in cash upon certain milestones being achieved over the 10 year term of the CVR, all as more particularly described in the management information circular of the Company dated May 7, 2026 (the “Circular”).
Further details regarding the Arrangement are included in the Circular, which was mailed to Securityholders in connection with the Arrangement and is filed under Rupert’s issuer profile on SEDAR+ at www.sedarplus.ca.
The Arrangement Resolution required approval by not less than: (i) 66⅔% of the votes cast by Shareholders, voting as a separate class, present in person or represented by proxy and entitled to vote at the Meeting; (ii) 66⅔% of the votes cast by Securityholders, voting as a single class with one vote for each Share, Option, DSU, PSU and RSU held, present in person or represented by proxy and entitled to vote at the Meeting; and (iii) a simple majority of the votes cast by Shareholders present in person or represented by proxy and entitled to vote at the Meeting, excluding votes cast by Agnico Eagle and its affiliates, as required by Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions.
The following is a summary of the votes cast on the Arrangement Resolution:
| Arrangement Resolution Vote | Outcome | Results of Ballot | |
| FOR | AGAINST | ||
| Shareholder Vote | Passed | 177,678,237 (99.98%) | 35,025 (0.02%) |
| Securityholder Vote | Passed | 181,504,969 (99.98%) | 35,025 (0.02%) |
| Shareholder Vote, Excluding Votes of Agnico Eagle | Passed | 144,906,626 (99.98%) | 35,025 (0.02%) |
Completion of the Arrangement remains subject to a number of conditions, which are described in the Circular, including the receipt of a final order from the Supreme Court of British Columbia (the “Final Order”). The hearing in respect of the Final Order is scheduled to take place on June 11, 2026. These conditions must be satisfied or waived for the completion of the Arrangement to occur. Assuming the timely receipt of all required approvals, the Arrangement is expected to close by the end of June 2026.
Listing of CVRs
Agnico Eagle has received conditional listing approval of the CVRs from the Toronto Stock Exchange (the “TSX”). Subject to the satisfaction of certain listing conditions, the CVRs are expected to be listed on the TSX following completion of the Arrangement.
