December 30th, 2015
VANCOUVER, BC, CANADA - First Mining Finance Corp. ('First Mining') and Goldrush Resources Ltd. ('Goldrush') are pleased to announce that at a special meeting held on December 29, 2015, shareholders of Goldrush voted nearly unanimously in favour of the plan of arrangement (the 'Arrangement') under which First Mining will acquire each of all the issued and outstanding common shares of Goldrush in exchange for 0.0714 of a common share of First Mining.
Of the votes cast by Goldrush shareholders, 99.9% were voted in favour of the special resolution approving the Goldrush Arrangement.
Goldrush will be seeking final court approval of their Arrangement on January 4, 2016 and, subject to the satisfaction of certain customary closing conditions, the Arrangement is anticipated to be completed on or about January 7, 2016. Full details of the Goldrush Arrangement and certain other matters are set out in the management information circular ('Information Circular') dated November 27, 2015. A copy of the Information Circular and other meeting materials can be found on the SEDAR website at www.sedar.com.
In addition, First Mining has granted 2,165,000 stock options to directors, officers, employees, and consultants of the Company. The stock options have an exercise price of $0.40 per share, are exercisable for a period of five years, in accordance with the policies of the TSX Venture Exchange. These stocks options are governed by the Company's Stock Option Plan.
ABOUT FIRST MINING FINANCE CORP.
First Mining is a mineral property holding company whose principal business activity is to acquire high quality mineral assets with a focus in the Americas. The Company currently holds a portfolio of 21 mineral assets in Canada, Mexico and the United States with a focus on gold. Ultimately, the goal is to continue to increase its portfolio of mineral assets through acquisitions that are expected to be comprised of gold, silver, copper, lead, zinc and nickel.
For further information, contact Patrick Donnelly, President at 604-639-8854, or Derek Iwanaka, Vice President, Investor Relations at 604-639-8824 or visit our website at www.firstminingfinance.com.
ABOUT GOLDRUSH RESOURCES LTD.:
Goldrush is a Canadian mineral exploration company focused on gold exploration, with a treasury of approximately CAD$3,400,000, royalty interests on two gold projects in Burkina Faso, West Africa and receivables valued at up to US$750,000.
For further information on Goldrush Resources Ltd., shareholders and other interested parties are invited to contact Len Brownlie, President and CEO at 604-602-9973 or visit the Company's website at www.goldrushresources.ca.
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ON BEHALF OF THE BOARD OF
FIRST MINING FINANCE CORP.
'Keith Neumeyer'
Keith Neumeyer
Chairman
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ON BEHALF OF THE BOARD OF
GOLDRUSH RESOURCES LTD.
'Len Brownlie'
Len Brownlie
President & CEO
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Cautionary Note Regarding Forward-Looking Statements
This press release includes certain 'forward-looking information' and 'forward-looking statements' (collectively 'forward-looking statements') within the meaning of applicable Canadian and United States securities legislation including the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements are frequently, but not always, identified by words such as 'expects', 'anticipates', 'believes', 'intends', 'estimates', 'potential', 'possible', and similar expressions, or statements that events, conditions, or results 'will', 'may', 'could', or 'should' occur or be achieved. Forward-looking statements in this press release relate to, among other things obtaining final court approval of the Goldrush Arrangement (the 'Arrangement') and completion of the Arrangement. Actual future results may differ materially. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements reflect the beliefs, opinions and projections on the date the statements are made and are based upon a number of assumptions and estimates that, while considered reasonable by the respective parties, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors, both known and unknown, could cause actual results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements and the parties have made assumptions and estimates based on or related to many of these factors. Such factors include, without limitation: satisfaction or waiver of all applicable conditions to closing of the Arrangements including, without limitation, receipt of all necessary court, stock exchange and regulatory approvals or consents and lack of material changes with respect to the parties and their respective businesses, all as more particularly set forth in the respective arrangement agreement of Goldrush. Readers should not place undue reliance on the forward-looking statements and information contained in this news release. First Mining and Goldrush assume no obligation to update such forward-looking statements or information, should they change, except as required by law.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.