Blind Creek Resources Ltd. (TSXV:BCK) agreed to spin-off Engineer Gold Mines Ltd. on January 19, 2018. The arrangement will include a transfer of the Engineer Gold Mines Project in exchange for the assumption of the assumed liabilities by Engineer and the Engineer Distribution Shares. Pursuant to the arrangement, Blind Creek intends to distribute the Engineer Distribution shares to Blind Creek common shareholders on a pro rata basis on the reduction of the stated capital of the Blind Creek common shares. Blind Creek shareholders will be entitled to receive one Engineer Distribution share for every two common shares of Blind Creek held by each such shareholder. There will be no changes in shareholders' holdings in Blind Creek as a result of the arrangement. The Board of Directors of Engineer will be comprised of Andrew H. Rees, Thomas Kennedy, Glen MacDonald and Brian Fowler, who is also the President of Engineer while Dale Dobson has been appointed Chief Financial Officer. This is also the management team of Blind Creek. Changes and additions to the management team may be made as needed and as the Engineer Gold Mines Project progresses.

The arrangement is subject to regulatory and Supreme Court of British Columbia approvals, the TSX Venture Exchange having conditionally approved the listing of the Engineer Common Shares, subject only to compliance with the usual requirements of the TSXV, approval by Board of Blind Creek, as well as approval by not less than two-thirds of the votes cast at a special meeting of Blind Creek shareholders, to be called in connection with the arrangement. Blind Creek intends to apply for a listing of the common shares of Engineer on the TSX Venture Exchange. Any such listing will be subject to Engineer fulfilling all of the listing requirements of the TSX Venture Exchange. The Board of Directors of Blind Creek unanimously recommends that Blind Creek shareholders vote for the Arrangement resolution. As on April 25, 2018, Blind Creek Resources Ltd. has received conditional approval from the TSX Venture Exchange Inc. for the transaction. The special meeting of shareholders of Blind Creek will be held on May 22, 2018 for considering the approval of the arrangement. As on April 30, 2018, Blind Creek Resources has received an interim order from the Supreme Court of British Columbia and has mailed its management information circular in connection with its annual and special meeting. Blind Creek Resources received shareholder approval at the annual and special meeting of shareholders held May 22, 2018 as well as the final order of the Supreme Court of British Columbia on May 24, 2018 for the plan of arrangement. Engineer Gold Mines has also received conditional approval to list its common shares on the TSX Venture Exchange. Final listing approval will be subject to Engineer Gold Mines satisfying all of the listing conditions of the TSX.V. The transaction is expected to complete early in the second quarter of 2018. As of May 28, 2018, the closing of the arrangement is currently expected to occur June 1, 2018 with shareholders of record of Blind Creek on June 1, 2018 to receive Engineer Gold Mines shares. For settlement reasons, it is currently expected that Blind Creek common shares purchased on or after May 30, 2018 will not be eligible to participate in the distribution of Engineer Gold Mines common shares. As on May 29, 2018, this date was modified to May 31, 2018. Denise Nawata of Farris Vaughan Wills & Murphy LLP acted as legal advisor to Blind Creek and Engineer.