ALLION Legal has acted for for Adamus Resources on its $600m merger deal with Toronto Stock Exchange-listed Endeavour Mining Corporation.
The deal will create a larger, acquisition-focused West Africa-based miner.
Allion legal principals, Phil Lucas and Simon Rear advised Adamus Resources Limited on the merger implementation agreement.
Endeavour’s Canadian legal counsel is Stikeman Elliott and Australian legal counsel is Allens Arthur Robinson.
“This has been an interesting and complex cross-border transaction," said Allion's Rear.
"The transaction is a great fit for both companies and should ensure the newly merged entity has strong growth opportunities."
The newly merged entity will have forecast pro forma 2011 gold production of 172,000 ounces from both the Youga Gold Mine in Burkina Faso and Nzema Gold Mine in Ghana, as well as a gold production rate expected to be approximately 250,000 ounces by the end of 2013 from existing assets. It has an acquisition growth strategy to more than double this gold production rate by the end of 2013.
The merger will be implemented as a scheme of arrangement under the Australian Corporations Act.
The merger is subject to regulatory, Australian Court, shareholder, and third party approvals, together with other customary conditions. Regulatory approvals include approval by the Australian Foreign Investment Review Board, and ASX and TSX approvals in respect of the issue of new Endeavour shares under the Scheme.
Adamus’ financial advisor is CIBC and its Australian legal counsel is Allion Legal. Principals Lucas and Rear led the team assisted by lawyer Chris Rosario and its Canadian legal counsel Fraser Milner Casgrain LLP.