ISS and Glass Lewis recommend Fortuna and Roxgold shareholders to vote in favor of proposed business combination

• ISS and Glass Lewis each state that the proposed association is in the most effective curiosity of Fortuna and Roxgold shareholders
• The deadline to vote is previous to 9:00 a.m. Pacific time on June 24, 2021 for each Fortuna and Roxgold shareholders

VANCOUVER, British Columbia, June 18, 2021 (GLOBE NEWSWIRE) — Fortuna Silver Mines Inc. (NYSE: FSM | TSX: FVI) and Roxgold Inc.
(TSX: ROXG | OTCQX: ROGFF) are happy to announce that Institutional Shareholder Providers Inc. (“ISS”) and Glass, Lewis & Co., LLC (“Glass Lewis”), two main proxy advisory companies who present unbiased voting suggestions to institutional traders, have beneficial that each Fortuna and Roxgold shareholders vote “FOR” the businesses´ respective resolutions in reference to the proposed enterprise mixture (the “Transaction”), between Fortuna and Roxgold introduced on April 26, 2021 (for extra particulars, discuss with the joint information launch dated April 26, 2021, “Fortuna And Roxgold Agree To Business Combination Creating A Low-Cost Intermediate Global Precious Metals Producer”). The Fortuna Assembly will probably be held on-line at 9:00 a.m. Pacific time on June 28, 2021, in a virtual-only format performed by stay audio webcast. The Roxgold Particular Assembly may even be held on-line at 9:00 a.m. Pacific time on June 28, 2021, in a virtual-only format performed by stay audio webcast. Please see under for extra particulars for every assembly.

ISS and Glass Lewis advocate that Fortuna and Roxgold shareholders vote “FOR” the Share Issuance and Transaction, respectively

ISS concluded¹ in Fortuna´s report dated June 8, 2021:

“The Association makes strategic sense because the deal ought to create a mixed firm which is nicely diversified by geography and can instantly have 4 mines in operation. Moreover, the mixed firm will possess an intensive pipeline of initiatives in West Africa and the Americas and ought to be adequately supported by the power of its mixed steadiness sheet and free money circulation profile to proceed growing and increasing such initiatives.”

ISS concluded¹ in Roxgold´s report dated June 8, 2021:

“It’s anticipated the scale and free money circulation profile of the mixed entity will probably be superior to ROXG as a standalone entity, offering for a decrease price of capital, and that the market profile of the professional forma entity ought to garner higher curiosity from institutional traders over time on account of its dimension and standing as a twin listed entity on the TSX and NYSE.”

Glass Lewis said¹ in its suggestion FOR the Transaction in Fortuna´s and Roxgold´s stories each dated June 18, 2021:

“… the merger brings collectively a extremely complementary and diversified portfolio with natural progress potential with a number of brownfields and greenfields choices throughout a number of jurisdictions.”

“… we consider the proposed mixture is predicated on sound strategic rationale and the enlarged firm gives shareholders of each firms improved long-term alternatives relative to their stand-alone alternatives.”

¹ Notice: Permission to cite the stories was neither requested nor obtained

Board of administrators’ suggestions

The Transaction has been unanimously accepted by the boards of administrators of every of Fortuna and Roxgold, following, within the case of Roxgold, the unanimous suggestion of a particular committee of unbiased administrators. Each boards of administrators unanimously advocate that their respective shareholders vote FOR (i) the Share Issuance, within the case of the Fortuna Assembly and (ii) the Transaction, within the case of the Roxgold Particular Assembly.

Fortuna Assembly of shareholders

Fortuna will maintain its annual and particular assembly of Fortuna shareholders (the “Fortuna Assembly”), on Monday, June 28, 2021 at 9:00 a.m. Pacific time at which shareholders will probably be requested to approve, along with annual assembly issues, the issuance of frequent shares of Fortuna in change for frequent shares of Roxgold pursuant to the Transaction (refer to The Letter to Shareholders and to Fortuna´s Notice of Meeting and Information Circular).

The Fortuna Assembly will probably be held in a virtual-only format through a stay audio webcast which may be joined by clicking on https://web.lumiagm.com/208799817, password: fortuna2021 (case delicate). Shareholders are suggested that they will be unable to attend bodily. Registered shareholders and duly appointed proxyholders can attend the assembly on-line, the place they will take part, vote, and submit questions.

Fortuna shareholders which have any questions or require help with voting (discuss with Form of Proxy) are inspired to contact Fortuna´s proxy solicitation agent:

Laurel Hill Advisory Group
North America (toll free): +1.877.452.7184
North America (outdoors): +1.416.304.0211
E-mail: assistance@laurelhill.com

Roxgold Particular Assembly of shareholders

Roxgold will maintain its particular assembly of shareholders (the “Roxgold Particular Assembly”), on Monday, June 28, 2021 at 9:00 a.m. Pacific time to hunt approval of the Transaction, the main points of that are set forth in Roxgold’s administration data round dated Might 26, 2021 (discuss with Roxgold´s Special Meeting Information Circular).

The Roxgold Particular Assembly will probably be held in a virtual-only format through stay audio webcast which may be joined by clicking on https://web.lumiagm.com/205515857, password: roxgoldspecial2021 (case delicate). Shareholders are suggested that they will be unable to attend the Roxgold Particular Assembly bodily. On the Roxgold Particular Assembly, registered shareholders and duly appointed proxyholders will be capable to take part, ask questions and vote in “actual time” by way of the net portal.

Roxgold shareholders which have any questions or require help with voting (discuss with Form of Proxy) are inspired to contact Roxgold´s proxy solicitation agent:

Kingsdale Advisors
North America (toll free): +1.888-518-1563
North America (outdoors, gather name): +1.416.867.2272
E-mail: contactus@kingsdaleadvisors.com

Fortuna and Roxgold shareholders deadline to vote

Fortuna and Roxgold shareholders are reminded that the deadline to vote is Thursday, June 24, 2021, earlier than 9:00 a.m. Pacific time.

About Fortuna Silver Mines Inc.

Fortuna Silver Mines Inc. is a Canadian valuable metals mining firm with operations in Peru, Mexico, and Argentina. Sustainability is integral to all our operations and relationships. Fortuna produces silver and gold and generates shared worth over the long-term for its shareholders and stakeholders by way of environment friendly manufacturing, environmental safety, and social duty. For extra data, please go to Fortuna´s website.

About Roxgold Inc.

Roxgold is a Canadian-based gold mining firm with belongings situated in West Africa. Roxgold owns and operates the high-grade Yaramoko Gold Mine situated on the Houndé greenstone belt in Burkina Faso and can be advancing the event and exploration of the Séguéla Gold Venture situated in Côte d’Ivoire. Roxgold trades on the TSX beneath the image ROXG and as ROGFF on OTCQX.

The Toronto Inventory Trade has neither reviewed nor accepts duty for the adequacy or accuracy of this information launch.

Ahead-Wanting Statements

This information launch comprises forward-looking statements which represent “forward-looking data” throughout the that means of relevant Canadian securities laws and “forward-looking statements” throughout the that means of the “protected harbor” provisions of the Non-public Securities Litigation Reform Act of 1995 (collectively, “Ahead-looking Statements”). All statements included herein, apart from statements of historic reality, are Ahead-looking Statements and are topic to quite a lot of recognized and unknown dangers and uncertainties which might trigger precise occasions or outcomes to vary materially from these mirrored within the Ahead-looking Statements.

The Ahead-looking Statements on this information launch could embody, with out limitation, statements in regards to the construction of the transaction, the anticipated timing of the respective shareholders conferences and the mixed firm’s monetary place, together with expectations concerning liquidity, anticipated professional forma monetary outlook and different comparable statements. Typically, however not all the time, these Ahead-looking Statements may be recognized by way of phrases similar to “anticipated”, “estimated”, “potential”, “open”, “future”, “assumed”, “projected”, “used”, “detailed”, “has been”, “acquire”, “deliberate”, “reflecting”, “will”, “anticipated”, “estimated” “containing”, “remaining”, “to be”, or statements that occasions, “might” or “ought to” happen or be achieved and comparable expressions, together with unfavorable variations. Any monetary outlook and forward-looking data contained on this information launch concerning potential monetary efficiency or monetary place is predicated on cheap assumptions about future occasions, together with financial situations and proposed programs of motion based mostly on the evaluation by administration of every of Fortuna and Roxgold of the related data that’s at present accessible. Projected operational data comprises forward-looking data and is predicated on quite a few materials assumptions and components, as are set out above. These projections can also be thought of to comprise future-oriented monetary data or a monetary outlook.

Ahead-looking Statements contain recognized and unknown dangers, uncertainties and different components, a lot of that are past the power of Fortuna and Roxgold to manage or predict and which can trigger precise outcomes, efficiency or achievements to be materially totally different from any outcomes, efficiency or achievements expressed or implied by the Ahead-looking Statements. Such dangers, uncertainties and components embody, amongst others, the completion and timing of the Transaction, the power of Fortuna and Roxgold to obtain, in a well timed method, the required approvals to fulfill the situations to closing of the Transaction; the power to finish the Transaction on phrases contemplated by Fortuna and Roxgold, or in any respect; the power of the mixed firm to appreciate the anticipated advantages of, and synergies and financial savings from, the Transaction and the timing thereof and different components referred to beneath the heading “Threat Elements” in every of Fortuna’s and Roxgold’s annual data type for the yr ended December 31, 2020 situated on SEDAR. Though Ahead-looking Statements contained on this information launch are based mostly upon what every of Fortuna and Roxgold consider are cheap assumptions on the time they have been made, such statements are made as of the date hereof and Fortuna and Roxgold disclaim any obligation to replace any Ahead-looking Statements, whether or not on account of new data, future occasions or outcomes or in any other case, besides as required by regulation. There may be no assurance that these Ahead-looking Statements will show to be correct, as precise outcomes and future occasions might differ materially from these anticipated in such statements. Accordingly, traders mustn’t place undue reliance on Ahead-looking Statements.