Small Perth-based gold miner Beadell Resources is to marry Canada’s Golden Harp Resources in a $93 million dollar deal aimed at making the company an to achieve its aim of becoming an Americas-focused producer with better access to capital markets.
Beadell, which operates the Tucano gold mine in Brazil, said the merged company would be renamed Americano Mining and be listed both on the ASX and Canada’s TSX Ventures Exchange.
Beadell shares closed at 7.4 cents (down more than 16%) on the ASX yesterday.
Under a scheme of arrangement, Beadell shareholders will receive one share in Golden Harp for every 14.25 Beadell shares held, emerging with about 94.5% of the combined company.
Golden Harp will undertake a private placement of common shares. The placement will raise approximately $C4 million. The main subscribers to the placement will be Sprott Inc. (Sprott), certain investment entities managed by Sprott and entities associated with the Lundin family.
"Golden Harp will seek shareholder approval for a 1 for 11 consolidation of its issued capital, the issue of the scheme consideration and certain other matters related to the merger. Golden Harp shareholders holding 41.2% of Golden Harp shares have entered voting support agreements pursuant to which they have undertaken to vote in favour of the required Golden Harp resolutions.
Beadell shareholders, via a Scheme of Arrangement, will exchange 14.25 fully paid ordinary Beadell shares for one post consolidation Golden Harp common share (either in the form of CHESS Depositary Interests (CDIs) or, if a shareholder elects, Golden Harp common shares) such that at the completion of the proposed merger existing Beadell shareholders will hold approximately 94.5% of the issued capital of Golden Harp.
"The issued capital of Golden Harp at the completion of the proposed merger will be approximately 92 million shares.
“Beadell has determined that the proposed merger is the preferred means of achieving a listing of the company’s shares on the TSXV as it continues to grow towards its goal of becoming an Americas-focused intermediate gold producer,” it said.
