Dacha Strategic Metals Inc. (“Dacha” or the “Company”) (TSX VENTURE:DSM) (OTCQX:DCHAF) today cautioned all shareholders that Salida Capital LP (“Salida”), led by founder Danny Guy, acting together with Goodwood Inc. (“Goodwood”) is attempting to force a coercive, nil-premium takeover of the Company. Salida is among a group of dissident investors that are seeking to replace the entire Dacha board with seven connected nominees with no rare earth elements experience at the annual and special meeting of Dacha shareholders, to be held on November 28, 2012.
Dacha believes that Danny Guy, Salida and Goodwood are attempting to hijack the Company because of their own failed investment strategies. For example, Salida has a track record of underperforming benchmarks, presiding over significant investor losses over the past five years. As of September 30, 2012, Salida Strategic Growth Fund had lost 43.98%, 52.94% and 60.05% of its value for the one, three and five year periods, respectively, under the management of founder Danny Guy. Likewise, Salida Wealth Preservation Fund was down 10.13% for the one year period as of that date. (1)
Scott Moore, Dacha President and CEO, said, “Under Danny Guy’s leadership, Salida’s negative performance record speaks for itself. With no rare earth elements experience and questionable track records, the entire Goodwood and Salida group of nominees present tremendous risk to the future of Dacha. We urge Dacha shareholders not to hand the Company over to Salida and Goodwood. Dacha’s nominees, including Jim Rogers, have the experience and skills to best represent the interests of all Dacha shareholders and we urge shareholders to support them today.”
Dacha also noted that on November 6, 2012, Dacha commenced a court proceeding against Goodwood Inc., Salida Capital LP, Takota Asset Management Inc. and Longford Energy Inc. (collectively, the “Parties”), which have declared that they exercise direction and control in the aggregate over 31.5% of the outstanding shares of Dacha. The court application alleges that the Parties were “acting jointly or in concert” within the meaning of s. 91(1) of the Securities Act during their acquisition of common shares of Dacha without complying with the formal take-over bid and early warning requirements of Part XX of the Securities Act. Dacha seeks, among other things, an order of the court that the Parties violated Part XX of the Securities Act, by failing to make a formal take-over bid in accordance with section 94 of the Securities Act.
All shareholders of record as of October 15, 2012 are entitled to vote at the annual meeting, regardless of the number of shares held. Dacha encourages all shareholders to carefully review its Management Information Circular and other materials and vote only their BLUE Proxy by no later than Monday, November 26, 2012 at 10:00 a.m. (Toronto time) in advance of the proxy voting deadline. We urge you to discard any Proxy sent to you by Goodwood or its affiliates. Even a vote against the dissident nominees on Goodwood’s Proxy will cancel any previous Proxy submitted by you.
(1) Source: Salida Capital Website (http://www.salidacapital.com/)
Voting Instructions: If you have any questions and/or need assistance in voting your shares, please call Kingsdale Shareholder Services at 1-866-229-8263 toll-free in North America, or 1-416-867-2272 outside of North America (collect calls accepted).
Dacha Strategic Metals Inc. is an investment company focused on the acquisition, storage and trading of strategic metals with a primary focus on Rare Earth Elements. Dacha is in the unique position of holding a commercial stockpile of Physical Rare Earth Elements. Its shares are listed on the TSX Venture Exchange under the symbol "DSM" and on the OTCQX exchange under the symbol "DCHAF".
Except for statements of historical fact relating to the Company, certain information contained herein constitutes “forward-looking information” under Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the Company’s ability to trade in rare earth elements, the realization value of Dacha’s physical inventory portfolio, proposed investment strategy of the Company, and general investment and market trends. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Dacha to be materially different from those expressed or implied by such forward-looking information. Although management of Dacha has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Dacha does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
Certain information on parties other than Dacha contained in this press release has been obtained or quoted from publicly available sources, independent publications, media articles third party websites (collectively, the “Publications”). In certain cases, these sources make no representations as to the reliability of the information they publish. Further, the analyses and opinions reflected in these Publications are subject to a series of assumptions about future events. There are a number of factors that can cause the results to differ materially from those described in these publications. None of the Corporation or its representatives independently verified the accuracy or completeness of the information contained in the Publications or assume any responsibility for the completeness or accuracy of the information derived from these Publications.
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