Business
Endeavour Mining and Adamus Resources to Merge and Create a New Growth Focused West African Gold Producer
GEORGE TOWN, Grand Cayman and PERTH, Western Australia, Aug. 21, 2011 /CNW/ - Endeavour Minin...
About this update from Endeavour Mining Plc
[{"type":"text","content":"\n\n\n\n\n\nGEORGE TOWN, Grand Cayman and PERTH, Western Australia, Aug. 21, 2011\n /CNW/ - Endeavour Mining Corporation (\"Endeavour\") (TSX:EDV) and Adamus\n Resources Limited (\"Adamus\") (ASX:ADU, TSX-V: ADU, FSE: AXM) are\n pleased to announce they have entered into a definitive Merger\n Implementation Agreement (\"MIA\") to combine through an all-stock merger\n of equals transaction creating a new growth focused West African gold\n producer (the \"Merged Entity\").  Endeavour intends to invest at least\n US$160 million from its current cash balance to relieve the constraints\n of Adamus' Nzema project finance structure, including repayment of the\n US$60 million project loan and at least US$100 million towards\n reduction of hedged gold volumes.   The Merged Entity is forecasting\n 2011 gold production of 172,000 ounces from two mines (Youga Gold Mine\n in Burkina Faso and Nzema Gold Mine in Ghana) at a cash cost per ounce\n of US$575- $6251.  The gold production rate is expected to be approximately 250,000\n ounces per year by the end of 2013 from existing assets (including\n Agbaou).  In addition, the Merged Entity has an acquisition growth\n strategy to more than double this gold production rate by the end of\n 20132.\n\n\nThe merger will be implemented as a Scheme of Arrangement under the\n Australian Corporations Act (\"Scheme\").  Adamus shareholders will\n receive 0.285 of an Endeavour share for each Adamus share they hold. \n This exchange ratio has been determined using the ratio of Endeavour's\n and Adamus' volume weighted average trading prices over the 20 trading\n days ended on August 19, 2011 on the TSX and ASX, respectively.  Upon\n completion of the Scheme, existing Endeavour shareholders and Adamus\n shareholders will own approximately 47.2% and 52.8%, respectively, of\n the issued common shares of the Merged Entity.  On a fully-diluted\n basis, which assumes all existing Endeavour and Adamus options,\n warrants and share rights are exercised, the existing Endeavour\n securityholders and Adamus securityholders would own approximately 55%\n and 45%, respectively, of the issued shares of the Merged Entity.\n\n\n-----------------------\n\n\n1 Excludes royalties, refining, freight and non-cash adjustments\n\n\n2 There are no acquisitions currently being negotiated\n\n\nH...