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Integra Gold Corp. Receives Shareholder Approval of Acquisition by Eldorado Gold Corp.

Integra Gold Corp. Receives Shareholder Approval of Acquisition by Eldorado Gold Corp. ...

articleIcg Silver & Gold Ltd.July 4, 20174/company/icg-silver-and-gold-ltd/news/integra-gold-corp-receives-shareholder-approval-of-acquisition-by-eldorado-gold-corp
Integra Gold Corp. Receives Shareholder Approval of Acquisition by Eldorado Gold Corp.

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[{"type":"text","content":"\n\n\n\nIntegra Gold Corp. Receives Shareholder Approval of Acquisition by Eldorado Gold Corp.\n\n/* Style Definitions */\nspan.prnews_span\n{\nfont-size:8pt;\nfont-family:\"Arial\";\ncolor:black;\n}\na.prnews_a\n{\ncolor:blue;\n}\nli.prnews_li\n{\nfont-size:8pt;\nfont-family:\"Arial\";\ncolor:black;\n}\np.prnews_p\n{\nfont-size:0.62em;\nfont-family:\"Arial\";\ncolor:black;\nmargin:0in;\n}\n\n\n\n\n\n\n\nCanada NewsWire\nVANCOUVER, July 4, 2017\n\n\n\nVANCOUVER, July 4, 2017 /CNW/ - Integra Gold Corp. (TSX-V: ICG; OTCQX: ICGQF) (\"Integra\" or the \"Company\") is pleased to announce that the previously announced acquisition by Eldorado Gold Corporation (\"Eldorado\") (TSX: ELD; NYSE: EGO) of all of the issued and outstanding common shares of Integra (the \"Integra Shares\") that it does not currently own, by way of a plan of arrangement (the \"Arrangement\") has been approved by shareholders of Integra (\"Integra Shareholders\").  At the special meeting of Integra Shareholders held on July 4, 2017 (the \"Meeting\"), a special resolution approving the Arrangement was approved by 85.92% of the votes cast at the Meeting in person or by proxy by Integra Shareholders and approved by 82.91% of the votes cast at the Meeting in person or by proxy by Integra Shareholders, excluding the votes cast in respect of Integra Shares held by interested parties (including Eldorado) required to be excluded pursuant to applicable securities law.\n\nOn closing of the Arrangement, each Integra Shareholder (excluding Eldorado) will be entitled to receive, in consideration for each Integra share held, one of the following, at the election of the holder (provided that such election is validly made prior to July 5, 2017 and subject to the pro ration limitations described below, as applicable): (i) 0.24250 of an Eldorado share plus C$0.001, (ii) C$1.21250 in cash, or (iii) 0.18188 of an Eldorado share and C$0.30313 in cash. Eldorado will issue an aggregate maximum of approximately 77 million shares and pay an aggregate maximum of approximately C$129 million in cash, equal to approximately 25% of the total consideration. Accordingly, to the extent the elections would otherwise result in the issuance of additional Eldorado shares beyond this maximum, the number of Eldorado shares will be prorated and substituted with cash. Likewise, to the extent electi...

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