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Both Leading Independent Proxy Advisors Recommend Sabina Gold & Silver Shareholders Vote FOR the Arrangement with B2Gold

Press Release

March 28, 2023

VANCOUVER –Sabina Gold & Silver Corp. (“Sabina”) or (the “Company”) (SBB – TSX/ SGSVF – OTCQX) is pleased to announce that both Institutional Shareholders Services (“ISS”) and Glass Lewis & Co. (“Glass Lewis”) have recommended Sabina shareholders vote FORthe previously announced plan of arrangement (the “Arrangement”) with B2Gold Corp. (“B2Gold”) at the Company’s upcoming special meeting of shareholders to be held on April 12, 2023 (the “Meeting”).

The Meeting will seek shareholder approval for the acquisition of all of the issued and outstanding shares of the Company by B2Gold, with Sabina shareholders receiving 0.3867 of a common share of B2Gold for each Sabina common share held, which represents a premium of 45% to the 20-day VWAP of each of B2Gold and Sabina on the TSX as of February 10, 2023, the last trading day before the announcement of the Arrangement, as well as when compared to the closing price of Sabina on the TSX as of February 2, 2023, the date the non-binding letter of intent was signed.

Shareholders may find further details of the Arrangement contained within the documents mailed to shareholder and filed under the Company’s SEDAR profile, as well as available on the Company’s website at

In ISS’s view, they found “(t)he transaction makes strategic sense as the combination will combine the attractive development assets and minerals reserves of (Sabina) with the size, scale, human capital, balance sheet, and cash flow generating capabilities of (B2Gold)” and that the Arrangement “will reduce some of the financing and execution risk currently borne by (Sabina) shareholders while providing an 18 percent premium to the unaffected date and (Sabina)’s highest share price since 2021.”

In conclusion, ISS cited the favourable comparison of the Arrangement to other similar transactions in the past 24 months and the market reaction as further reasons for shareholders to vote FOR the Arrangement.

As an independent proxy advisory firm, ISS has approximately 3,400 clients including many of the world’s leading institutional investors who rely on ISS’ objective and impartial analysis to make important voting decisions.

Additionally, according to Laurel Hill Advisory Group, the Company’s proxy solicitation advisor, “Glass Lewis saw the strategic rationale for the Arrangement to be “straightforward,” while their quantitative analysis found the Arrangement implied a price-to-net asset value of 0.54x, which was in the 84th percentile of trading multiples observed in Glass Lewis’ peer set, as well as that the premium to the 30-day volume-weighted average price fell in the 71st percentile of their comparable transaction data set. Taking these factors together, Glass Lewis found that shareholders should vote FOR the Arrangement”.

Glass Lewis is an independent proxy advisor to institutional investors, covering 30,000 shareholder meetings each year, across approximately 100 global markets. Their customers include the majority of the world’s largest pension plans, mutual funds, and asset managers who collectively manage over $40 trillion in assets.

Your Vote is Important – Vote Today

The board of directors of Sabina has unanimously recommended Sabina shareholders vote FOR the Arrangement. Sabina shareholders are encouraged to vote well in advance of the proxy voting deadline of April 10, 2023 at 9:00 a.m. (Vancouver time).

Sabina shareholders who have questions or need assistance with voting their Sabina Shares should contact Laurel Hill Advisory Group by telephone at 1-877-452-7184 (toll-free in North America) or 416-304-0211 (collect outside North America) or by email at [email protected].


Sabina Gold & Silver Corp. is an emerging gold mining company that owns 100% of the district scale, advanced, high grade Back River Gold District in Nunavut, Canada.

Sabina filed an Updated Feasibility Study (the “UFS”) on its first mine on the district, the Goose Mine, which presents a project that will produce ~223,000 ounces of gold a year (first five years average of 287,000 ounces a year with peak production of 312,000 ounces in year three) for ~15 years with a rapid payback of 2.3 years, with a post-tax IRR of ~28% and NPV5% of C$1.1B at a gold price of $1,600 USD. See “National Instrument (NI) 43-101 Technical Report – 2021 Updated Feasibility Study for the Goose Project at the Back River Gold District, Nunavut, Canada” dated March 3, 2021.

The Project has received all major permits and authorizations for construction and operations.

The Company has arranged a comprehensive project financing package comprised of:

  • A US$425 million senior secured debt facility, gold prepay and stream package with Orion Mine Finance and Wheaton Precious Metals Corp.; and
  • US$221 million in equity including Zhaojin’s participation.

The Company is also very committed to its Inuit stakeholders, with Inuit employment and opportunities a focus. The Company has signed a 20-year renewable land use agreement with the Kitikmeot Inuit Association and has committed to various sustainability initiatives under the agreement.

The Company continues to advance exploration and project optimization, including advancing the planned plant expansion to 4,000 tpd from Year two to initial startup.

All news releases and further information can be found on the Company’s website at or on SEDAR at All technical reports have been filed on

For further information please contact:

Nicole Hoeller, Vice-President, Communications: 1 888 648-4218
[email protected]


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