Frequently Asked Questions

The following are questions that you as an Alacer Shareholder may have regarding the proposed Arrangement involving SSR, Alacer and the Alacer Shareholders, to be considered at the Alacer Meeting and is qualified in its entirety by the more detailed information appearing in the Management Information Circular. Capitalized terms used in this summary and not otherwise defined have the meanings given to them under “Glossary of Terms” in the Circular.

  • Q. What is the proposed transaction?

  • Q. Has the Alacer Board unanimously approved the Arrangement?

  • Q. Does the Alacer Board recommend that I vote FOR the Alacer Arrangement Resolution?

  • Q. Who has agreed to support the Arrangement?

  • Q. What percentage of the outstanding Combined Company will SSR Shareholders and Alacer Shareholders own, respectively, following completion of the Arrangement?

  • Q. What is required for the Arrangement to become effective?

  • Q. When do you expect the Arrangement to be completed?

  • Q. How will I know when all required approvals have been obtained?

  • Q. What will be the relationship between SSR and Alacer after the Arrangement?

  • Q. What exchanges will SSR trade on?

  • Q. Where will the corporate offices of the Combined Company be after consummation of the Arrangement?

  • Q. What are the Canadian federal income tax consequences of the Arrangement to the Alacer Shareholders?

  • Q. What are the United States federal income tax consequences of the Arrangement to the Alacer Shareholders?

  • Q. What are the Australian income tax consequences of the Arrangement to the Alacer Shareholders who are Australian Holders?

  • Q. Am I entitled to vote?

  • Q. What if amendments are made to these matters or if other business matters are brought before the Alacer Meeting?

  • Q. Am I a registered shareholder?

  • Q. Am I a beneficial shareholder (also commonly referred to as a non-registered shareholder)?

  • Q. How do I vote if I am a registered shareholder?

  • Q. How do I vote if I am a beneficial shareholder?

  • Q. How do I vote if I am an Alacer CDI Holder?

  • Q. If I am a beneficial shareholder, can I vote at the meeting?

  • Q. How do I vote if I am both a registered shareholder and a beneficial shareholder?

  • Q. Who is soliciting my proxy?

  • Q. Who votes my Alacer Common Shares and how will they be voted if I return a proxy form?

  • Q. Can I appoint someone other than those named in the enclosed proxy forms to vote my Alacer Common Shares?

  • Q. What if my Alacer Common Shares are registered in more than one name or in the name of a company?

  • Q. Can I revoke a proxy or voting instruction?

  • Q. How many Alacer Common Shares are entitled to be voted?

  • Q. How many SSR Common Shares (or SSR CDIs) will I get?

  • Q. What is the difference between SSR CDIs and SSR Shares?

  • Q. How do I receive certificates representing SSR Common Shares in exchange for my Alacer Common Share certificates?

  • Q. Should I send my Alacer Common Share certificate(s) to the Depositary now?

  • Q. Are SSR Shareholders required to approve the Arrangement?

  • Q. Do I have dissent rights?

  • Q. What if I have other questions?

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