Yellowhead Shareholders Approve the Acquisition of Yellowhead by Taseko

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CALGARY, Feb. 8, 2019 /CNW/ - Yellowhead Mining Inc. ("Yellowhead" or the "Company") YMI, announced that it has received overwhelming approval by Yellowhead shareholders, at Yellowhead's special shareholder meeting (the "Special Meeting") held today, of the acquisition by Taseko Mines Limited TKOTGB ("Taseko") of all the issued and outstanding common shares of Yellowhead ("Yellowhead Shares") in consideration for Taseko issuing 1.1484 common shares of Taseko (each, a "Taseko Share") for each Yellowhead Share, by way of a statutory plan of arrangement under the British Columbia Business Corporations Act (the "Arrangement").

The resolution to approve the Arrangement (the "Arrangement Resolution") required the approval of: (a) at least 66⅔% of the votes cast on the Arrangement Resolution by the Yellowhead shareholders present in person or by proxy at the Meeting; and (b) a simple majority of the votes cast on the Arrangement Resolution by the Yellowhead shareholders present in person or by proxy at the Special Meeting, after excluding the votes of Taseko and those of any other person whose votes must be excluded in accordance with Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Approximately 99.98% of the shares represented at the Special Meeting were voted in favour of the Arrangement, both before and after excluding the votes of Taseko and those of any other person whose votes must be excluded in accordance with MI 61-101.

The Arrangement is expected to be completed on February 15, 2019, subject to court approval and the satisfaction of certain other customary closing conditions.

About Yellowhead Mining Inc.

Yellowhead Mining Inc. is a development stage company with a 100% interest in Harper Creek, located in the North Thompson – Nicola region of British Columbia, Canada.

About the Harper Creek Project

Harper Creek is a proposed 70,000 tonnes-per-day open pit copper mine with a 28 year mine life, located in the Thompson – Nicola region of British Columbia near Vavenby. If developed, Harper Creek would provide up to 600 jobs during construction and up to 450 permanent jobs during operations.

Forward Looking Statements

Except for statements of historical fact, this news release contains certain "forward-looking information" within the meaning of applicable securities laws. Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. More particularly and without limitation, this news release contains forward-looking statements concerning: details of the Arrangement and completion of the Arrangement. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements, including, among others, those risk factors identified in the Company's continuous disclosure documents filed under the Company's SEDAR profile. Yellowhead undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change except as required by law. The reader is cautioned not to place undue reliance on forward-looking statements. More detailed information about potential factors that could affect projected results is included in the documents filed from time to time with the Canadian securities regulatory authorities by Yellowhead.

Neither the TSX Venture Exchange (the "Exchange") nor its regulation services provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this press release.

SOURCE Yellowhead Mining Inc.

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