Bearing Announces Shareholder Meeting Results and Shareholder Approval Of Spin-Out Transaction

At the Meeting, shareholders also passed a special resolution approving the Company’s previously announced proposed spin-out transaction to be completed by way of a statutory plan of arrangement under the Business Corporations Act (British Columbia) (the “Arrangement”).Under the terms of the Arrangement, Bearing will transfer its interests in exploration projects in the gold district of the Yukon and a lithium project in Nevada in exchange for 5,510,000 common shares of SpinCo. Bearing will retain 2,755,000 Consideration Shares and will spin out 2,755,000 Consideration Shares (the "Spin-Out Shares") to Bearing shareholders. As a result, it is anticipated that each Bearing shareholder will receive 0.049921 of a Spin-Out Share for each Bearing common share held. Bearing will continue to hold shares of Commander Resources Ltd. (TSX-V: CMD) as well as its interest in the Maricunga lithium project.

The Arrangement remains subject to the final approval of the Supreme Court of British Columbia. It is anticipated that approval will be sought at hearing to be held on July 4, 2018 in Vancouver, British Columbia. Details on the court hearing are contained in the management information circular mailed to shareholders in connection with the Meeting and available under the Company’s profile at www.sedar.com.