VANCOUVER – A planned merger between Gold-Ore Resources Ltd. (TSX:GOZ) and another Vancouver junior miner was scrapped Wednesday when another bidder struck a rival friendly deal.
Gold-Ore dropped plans to merge with Astur Gold Corp. (TSXV:AST) and announced its own deal to merge with Elgin Mining Inc. (TSXV:ELG).
Under the deal, which values Gold-Ore at about $ 105 million, shareholders will receive one Elgin mining share and half a share purchase warrant at a strike price of $ 1.30 with a two-year term for each share.
Gold-Ore shares were unchanged at 75 cents on the Toronto Stock Exchange on Wednesday, while Elgin Mining shares were up seven cents at $ 1.23 on the TSX Venture Exchange.
The companies said that the stock swap will see Gold-Ore shareholders take a 57 per cent ownership stake in the merged company or 67 per cent on a fully diluted basis.
Gold-Ore owns the Bjorkdal gold mine in Sweden, while Elgin Mining has the Lupin and Ulu gold development projects in Nunavut.
“The transaction provides Gold-Ore shareholders with significant and immediate value for their shares,” Gold-Ore chairman and chief executive Glen Dickson said in a statement.
“Furthermore, with the Lupin mine fully permitted and the limited capital exposure for re-start of operations, our shareholders will participate in a rapid and meaningful ramp-up of production.”
The deal required approval by a vote two-thirds of the votes cast at a Gold-Ore shareholders meeting and a simple majority of Elgin Mining shareholders.
Resolute Funds Ltd., Gold-Ore’s largest shareholder, has agreed to support the deal with its 17 per cent stake in the company.
Gold-Ore must also pay a $ 2.5-million break fee to Astur which had signed a deal to merge with the company late last year.
Under that deal, Astur shareholders would have received 2.35 common shares of Gold-Ore for each Astur share.
Astur is developing its Salave gold project in northern Spain.
Shares in the company were up 12 cents at $ 1.62 on the TSX Venture Exchange.
Local news from metronews.ca/vancouver
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