MOUNTAIN PROVINCE AND KENNADY FILE JOINT CIRCULAR SEEKING SHAREHOLDER APPROVAL OF BUSINESS COMBINATION
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1 MOUNTAIN PROVINCE AND KENNADY FILE JOINT CIRCULAR SEEKING SHAREHOLDER APPROVAL OF BUSINESS COMBINATION Trnt, Ontari (March 9, 2018) Muntain Prvince Diamnds Inc. (TSX and NASDAQ: MPVD) ("Muntain Prvince") and Kennady Diamnds Inc. (TSX-V: KDI) ("Kennady") are pleased t annunce that they have filed a jint management infrmatin circular (the "Circular") and related prxy materials in advance f their respective special sharehlders' meetings seeking apprval f, amng ther things, the Arrangement (as defined herein). The Circular is nw in the prcess f being mailed t the sharehlders f Muntain Prvince and Kennady t prvide them with infrmatin abut bth cmpanies and the prpsed Arrangement. On January 28, 2018, Muntain Prvince and Kennady entered int an arrangement agreement and annunced, n January 29, 2018, a prpsed business cmbinatin pursuant t which Muntain Prvince will acquire all f the issued and utstanding cmmn shares f Kennady (the "Arrangement"). The Arrangement is expected t be cmpleted by way f a statutry plan f arrangement under the Business Crpratins Act (Ontari). Kennady Meeting The special meeting f sharehlders f Kennady is scheduled t be held at 1:00 p.m. (Pacific Standard Time) n Mnday, April 9, 2018 at the Terminal City Club, 837 West Hastings Street, Vancuver, British Clumbia, Canada V6C 1B4, t apprve the Arrangement. Muntain Prvince Meeting The special meeting f sharehlders f Muntain Prvince is scheduled t be held at 2:30 p.m. (Pacific Standard Time) n Mnday, April 9, 2018 at the Terminal City Club, 837 West Hastings Street, Vancuver, British Clumbia, Canada V6C 1B4, t apprve an rdinary reslutin t apprve the issuance f Muntain Prvince shares t be issued t Kennady sharehlders, pursuant t the Arrangement. Yur vte is imprtant regardless f the number f shares yu wn. Muntain Prvince and Kennady encurage sharehlders t read the meeting materials in detail. An electrnic cpy f the Circular is available n Muntain Prvince's website at and n Kennady's website The Circular is als available n SEDAR under the issuer prfiles f bth cmpanies at YOUR VOTE IS IMPORTANT - PLEASE VOTE TODAY The Bard f Directrs f Muntain Prvince and Kennady UNANIMOUSLY recmmend that Sharehlders vte IN FAVOUR f the Arrangement
2 Reasns and Benefits f the Arrangement Benefits t Muntain Prvince Sharehlders Adds Kennady's 100% wned diamndiferus bdies, which cntain indicated resurces f millin carats and inferred resurces f 5.02 millin carats Kelvin kimberlite indicated resurces f millin carats at an average grade f 1.60 carats per tnne and average value f US$63 per carat as estimated by bulk samples cmpleted in 2015 and 2016 Faraday kimberlites inferred resurces f 5.02 millin carats at an average grade f 1.54 carats per tnne and average value f US$98 per carat as estimated by a 2017 bulk sample Size and grade f Kelvin and Faraday add t ttal number f carats wned by Muntain Prvince fr future prductin Ptential t grw resurces at bth Kelvin and Faraday, and discver resurces at the Dyle and MZ kimberlites Timing is right A ptential pprtunity exists t partially displace lwer-grade re frm Tuz scheduled in with higher-grade Kelvin r Faraday resurces, shuld Kennady assets be integrated int the Gahch Kué jint venture (subject t agreement with Muntain Prvince's jint venture partner, De Beers) Lead time is required t permit and develp the Kennady assets Will fully cntrl Kennady's 2018 drill prgram the 2017 summer drilling prgram highlighted key pprtunities t grw the current Faraday resurce, and the 2018 plan is in place t explre ther key value enhancing targets Adds 67,164 hectares f highly prspective and 100%-wned explratin grund strategically surrunding the Gahch Kué mine Benefit f cmplementary assets held by Muntain Prvince and Kennady Kennady cntrls the bulk f the prspective kimberlite belt and Muntain Prvince wns 49% f the belt's perating mine, creating pprtunities t add Kennady assets t the Gahch Kué jint venture r t advance explratin, building 100%-wned value that can be cmbined with Gahch Kué at a later date Ptential t significantly reduce pre-prductin capital expenditures, transprtatin csts and perating expenses n a cmbined basis Benefits t Kennady Sharehlders All-share deal allws Kennady's current sharehlders t retain nging expsure t Kennady's assets as well as gain expsure t Muntain Prvince's 49% interest in the perating Gahch Kué mine
3 Gain access t Muntain Prvince's develpment, prductin and marketing expertise and financial strength t enhance the advancement f Kennady's Nrth Prject, generating enhanced explratin upside fr the cmbined assets Immediate premium n the Kennady Shares Enhanced liquidity and imprved capital markets prfile Access t Muntain Prvince's expertise ptential t mitigate risks relating t any future cmmercializatin f Kennady's mineral prperties, including risk f becming stranded assets YOUR VOTE IS IMPORTANT - PLEASE VOTE TODAY The Bard f Directrs f Muntain Prvince and Kennady UNANIMOUSLY recmmend that Sharehlders vte IN FAVOUR f the Arrangement Hw t Vte Due t essence f time, sharehlders are encuraged t vte tday using the internet, telephne r facsimile. Registered sharehlders f Muntain Prvince and Kennady may vte by: prxy returned using any f the fllwing methds Internet (enter yur 15-digit cntrl number t vte) Telephne (enter yur 15-digit cntrl number t vte) Facsimile (cmplete, sign and fax bth sides f the frm f prxy) Mail Cmputershare Investr Services Inc., Trnt Office, Prxy Department, at 100 University Avenue, 8th Flr, Trnt, Ontari, Canada, M5J 2Y1 attending the special sharehlders' meeting in persn Nn-registered sharehlders f Muntain Prvince and Kennady Sharehlders wh hld shares f Muntain Prvince r Kennady thrugh a bank r ther intermediary will have different vting instructins and shuld carefully fllw the vting instructins prvided t them. In mst cases, nn-registered sharehlders will receive a vting instructin frm as part f the meeting materials. Nn-registered sharehlders are encuraged t cmplete, sign and return the vting instructin frm in accrdance with the instructins n the frm. In additin, certain nn-registered sharehlders f Muntain Prvince and Kennady may be cntacted by Laurel Hill Advisry Grup, the prxy slicitatin agent, t btain vtes directly ver the phne utilizing the Bradridge Financial Slutins Inc. s QuickVte service.
4 Sharehlder Questins Muntain Prvince and Kennady Diamnd sharehlders wh have questins abut the jint circular r need assistance with vting their shares can cntact ur prxy slicitatin agent, Laurel Hill Advisry Grup: Laurel Hill Advisry Grup Nrth America Tll Free: Cllect Calls Outside Nrth America: assistance@laurelhill.cm Abut Muntain Prvince Diamnds Inc. Muntain Prvince Diamnds is a 49% participant with De Beers Canada in the Gahch Kué diamnd mine lcated in Canada's Nrthwest Territries. Gahch Kué is the wrld's largest new diamnd mine, cnsisting f a cluster f fur diamndiferus kimberlites, three f which are being develped and mined under the initial 12 year mine plan. Fr further infrmatin n Muntain Prvince please cntact: Mr. David Whittle, Interim President and CEO 161 Bay Street, Suite 1410 Trnt, Ontari M5J 2S1 Phne: (416) inf@muntainprvince.cm Abut Kennady Diamnds Inc. Kennady Diamnds Inc. wns 100% f the Kennady Nrth diamnd prject lcated in Canada's Nrthwest Territries. Kennady Nrth is adjacent t the Gahch Kué diamnd mine. Kennady is fcused n expanding its high-grade diamnd resurces alng the Kelvin-Faraday kimberlite crridr, as well as identifying new kimberlites utside f the crridr. T date an indicated resurce f millin carats f diamnds cntained in 8.50 millin tnnes f kimberlite, with a grade f 1.60 carats per tnne and an average value f US$63 per carat, has been defined fr the Kelvin kimberlite and an inferred resurce f 5.02 millin carats cntained in 3.27 millin tnnes f kimberlite, with a grade f 1.54 carats per tnne and an average value f US$98 per carat, has been defined fr the Faraday kimberlites using a 1mm bttm cutff size. The Kelvin Faraday crridr is als a target fr further explratin. Fr further infrmatin n Kennady please cntact: Dr. Rry O. Mre, President and CEO Phne: (416) investrs@kennadydiamnds.cm Scientific and Technical Infrmatin and Qualified Persns The disclsure in this news release f scientific and technical infrmatin regarding Kennady's mineral prperties has been reviewed and apprved by Dr. Tm McCandless, P. Ge., a directr f Kennady Diamnds and a "qualified persn" under Natinal Instrument Standards f Disclsure fr Mineral Prjects.
5 Disclaimers and Cautin Regarding Frward Lking Infrmatin This news release cntains certain "frward-lking statements" and "frward-lking infrmatin" under applicable Canadian and United States securities laws cncerning the business, peratins and financial perfrmance and cnditin f Muntain Prvince Diamnds Inc. and Kennady Diamnds Inc. (cllectively, the "Crpratins"). Frward-lking statements and frward-lking infrmatin include, but are nt limited t, statements with respect t the anticipated benefits f the Arrangement t Muntain Prvince and Muntain Prvince Sharehlders; the anticipated benefits f the Arrangement t Kennady and Kennady Sharehlders; the exchange rati and value f the Muntain Prvince Shares being delivered as arrangement cnsideratin; the market capitalizatin f Muntain Prvince fllwing the cmpletin f the Arrangement; the timing and receipt f the required sharehlder, curt, stck exchange and regulatry apprvals fr the Arrangement; the timing and ability f the Crpratins t satisfy the cnditins precedent t cmpleting the Arrangement; the anticipated timing fr mailing the jint management infrmatin circular t the Kennady Sharehlders and Muntain Prvince Sharehlders in respect f the matters t be cnsidered by such sharehlders at the Kennady Meeting and Muntain Prvince Meeting, as the case may be, in respect f the Arrangement; the clsing f the Arrangement; the timing and receipt f the required stck exchange and regulatry apprvals fr the Arrangement the length f the current market cycle and requirements fr an issuer t survive in the current market cycle; future grwth ptential f the Crpratins and their respective business; future mine develpment plans; estimated prductin and mine life f the Crpratins' prjects; the realizatin f mineral reserve estimates; the timing and amunt f estimated future prductin; csts f prductin; the future price f diamnds; the estimatin f mineral reserves and resurces; the ability t manage debt; capital expenditures; the ability t btain permits fr peratins; liquidity; tax rates; strategic plans; future peratins; future wrk prgrams and bjectives; and currency exchange rate fluctuatins. Except fr statements f histrical fact relating t the Crpratins, certain infrmatin cntained herein cnstitutes frward-lking statements. Frward-lking statements are frequently characterized by wrds such as "anticipates," "may," "can," "plans," "believes," "estimates," "expects," "prjects," "targets," "intends," "likely," "will," "shuld," "t be", "ptential" and ther similar wrds, r statements that certain events r cnditins "may", "shuld" r "will" ccur, including, withut limitatin, that all cnditins precedent t the transactin will be met and the realizatin f the anticipated benefits derived therefrm fr sharehlders f the Crpratins and the view n (i) the quality and the ptential f the Crpratins' assets, (ii) the cnsideratin ffered t Kennady's sharehlders, and (iii) the ptential f the cmbined entity. Frward-lking statements are based n the pinins and estimates f management f each f the Crpratins at the date the statements are made, and are based n a number f assumptins and subject t a variety f risks and uncertainties and ther factrs that culd cause actual events r results t differ materially frm thse prjected in the frward-lking statements. Many f these assumptins are based n factrs and events that are nt within the cntrl f the Crpratins, there is n assurance they will prve t be crrect and are nt guarantees f future perfrmance and actual results may differ materially frm thse in the frward-lking statements. These frward-lking statements are based n reasnable assumptins and estimates f management f Muntain Prvince and Kennady, as the case may be, at the time such statements were made. Actual future results may differ materially as frward-lking statements invlve knwn and unknwn risks, uncertainties and ther factrs which may cause the actual results, perfrmance r achievements f Muntain Prvince r Kennady, as the case may be, t materially differ frm any future results, perfrmance r achievements expressed r implied by such frward-lking statements. Such factrs, amng ther things, include: satisfactin r waiver f all applicable cnditins t clsing f the Arrangement (including receipt f all
6 necessary sharehlder, curt, stck exchange and regulatry apprvals r cnsents and the absence f material changes with respect t the parties and their respective businesses, all as mre particularly set frth in the arrangement agreement between Muntain Prvince and Kennady dated January 28, 2018); the synergies expected frm the Arrangement nt being realized; business integratin risks; fluctuatins in general macrecnmic cnditins; fluctuatins in securities markets and the market price f Muntain Prvince Shares and Kennady Shares; change in natinal and lcal gvernment, legislatin, taxatin, cntrls, regulatins and plitical r ecnmic develpments; variatins in re grade r recvery rates; changes in market cnditins; changes in prject parameters; mine sequencing; prductin rates; cash flw; risks relating t the availability and timeliness f permitting and gvernmental apprvals; supply f, and demand fr, diamnds; fluctuating cmmdity prices and currency exchange rates; the pssibility f prject cst verruns r unanticipated csts and expenses; labur disputes and ther risks f the mining industry; and failure f plant, equipment r prcesses t perate as anticipated. Althugh the Crpratins have attempted t identify imprtant factrs that culd cause actual actins, events r results t differ materially frm thse described in frward-lking statements, there may be ther factrs that cause actins, events r results nt t be anticipated, estimated r intended. There can be n assurance that frward-lking statements will prve t be accurate, as actual results and future events culd differ materially frm thse anticipated in such statements. The Crpratins undertake n bligatin t publicly update r revise any frward-lking statements, whether as a result f new infrmatin, future events r therwise except as required by applicable securities laws. The reader is cautined nt t place undue reliance n frward-lking statements. Statements cncerning mineral reserve and resurce estimates may als be deemed t cnstitute frward-lking statements t the extent they invlve estimates f the mineralizatin that will be encuntered as the prperty is develped. Further, the Crpratins may make changes t their respective business plans that culd affect results. The principal assets f Muntain Prvince are administered pursuant t a jint venture under which Muntain Prvince is nt the peratr. Muntain Prvince is expsed t actins taken r missins made by the peratr within its prergative and/r determinatins made by the jint venture under its terms. Such actins r missins may impact the future perfrmance f Muntain Prvince and the cmbined cmpany. Under its current nte and revlving credit facilities Muntain Prvince is subject t certain limitatins n its ability t pay dividends n cmmn stck. The declaratin f dividends is at the discretin f Muntain Prvince's Bard f Directrs, subject t the limitatins under the its debt facilities, and will depend n Muntain Prvince's financial results, cash requirements, future prspects, and ther factrs deemed relevant by its bard. Readers shuld nt place undue reliance n the frward lking statements and infrmatin cntained in this news release. Except as required by law, Kennady and Muntain Prvince assume n bligatin t update the frward lking statements f beliefs, pinins, prjectins, r ther factrs, shuld they change, except as required by law. Neither the TSX Venture Exchange nr its Regulatin Services Prvider (as that term is defined in the plicies f the TSX Venture Exchange) accepts respnsibility fr the adequacy r accuracy f this news release. N stck exchange, securities cmmissin r ther regulatry authrity has apprved r disapprved f the infrmatin cntained herein. This news release is nt an ffer t sell r the slicitatin f an ffer t buy any securities in any jurisdictin, nr shall there be any sale f securities in any jurisdictin in which such ffer, slicitatin r sale wuld be unlawful.
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