First Mining Gold Corp.(TSX: FF) has made an offer to acquire all of the issued and outstanding shares of Beattie Gold Mines Ltd, a private company that owns the mineral rights to mining claims that make up the former Beattie mining concession which forms a large part of the Duparquet Gold Project located in Quebec, Canada.
First Mining, directly and through its wholly-owned subsidiary, Clifton Star Resources Inc., already owns approximately 25.3% of the issued and outstanding shares of Beattie Gold. The total consideration of the Beattie Offer is $4.43641 cash per Beattie Gold share and 35 First Mining Shares per Beattie Gold share for a total cash consideration of $6,227,176 and the issuance of 49,127,820 First Mining common shares.
First Mining has received signed, irrevocable lock-up agreements from Beattie Gold shareholders holding, in aggregate, 1,358,652 Beattie Gold shares, representing 72.3% of the outstanding common shares of Beattie Gold. Upon acquiring the Beattie Gold shares committed under the lock-up agreements, First Mining, directly and through Clifton Star, will own 97.6% of the outstanding common shares of Beattie Gold.
The Duparquet Gold Project consists of several properties held in different entities which, in addition to the Beattie property, include the Donchester, Dumico and Central Duparquet properties. First Mining, through Clifton Star, is currently a 10% shareholder of 2588111 Manitoba Ltd, a private company that owns the mineral rights to mining claims that make up the former Donchester mining concession and Dumico property that also form a part of the Duparquet Gold Project, and a 10% shareholder of 2699681 Canada Ltd, a private company that owns in whole or in part, the surface rights to the Beattie, Donchester and Dumico properties. First Mining already owns 100% of the Central Duparquet property.
Concurrent with making the Beattie Offer, First Mining has entered into share purchase agreements to acquire all of the issued and outstanding shares of 258 Manitoba and 269 Canada, and together with the 258 Transaction, that are not already owned by Clifton Star. The Concurrent Transactions are conditional on the Beattie Offer, and will close on the same day as the Beattie Offer, which is expected to be in mid-September.
The total consideration of the Concurrent Transactions is $2.5 million in cash and the issuance of 20,000,000 common shares of First Mining. In aggregate, the total consideration of the Beattie Offer and the Concurrent Transactions (assuming that all shareholders of Beattie Gold tender their shares to the Beattie Offer) is $8,727,177 in cash and 69,127,820 common shares of First Mining. The total transaction value based on the twenty trading days volume weighted average price for First Mining’s common shares as of the last trading day prior to this news release is approximately $24 million.
“This transformational acquisition has been a few years in the making and grows First Mining’s M&I gold resources by 40% and inferred gold resources by 50%” said Keith Neumeyer, Chairman of First Mining Gold.
“When First Mining acquired Clifton Star in 2016, we always contemplated the opportunity to consolidate this advanced stage, highly prospective project. Duparquetfits perfectly with First Mining’s strategy and the capabilities of our team to advance and de-risk a second world class asset.”
“This is a transformational acquisition for First Mining and the Duparquet Gold Project as we plan on consolidating this highly fragmented ownership structure under the First Mining banner. Duparquethosts a robust resource profile where two past producing mines have operated in Quebec’s most prolific gold mining district.”
For further information please visit: https://firstmininggold.com/
