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Royal Gold and Battle Mountain Gold Exploration Sign Definitive Merger Agreement
Royal Gold and Battle Mountain Gold Exploration Sign Definitive Merger Agreement.
About this update from Red Lake Gold Inc
[{"type":"text","content":"\n\n\n\nDENVER, April 18 /CNW/ -- ROYAL GOLD, INC. (Nasdaq: RGLD; Toronto: RGL)\n("Royal Gold") and Battle Mountain Gold Exploration Corp. (OTC Bulletin Board:\nBMGX) ("Battle Mountain") announced today that they have signed a definitive\nmerger agreement under which Royal Gold will acquire 100% of the fully diluted\nshares of Battle Mountain in an all-stock merger transaction. The merger\nagreement was unanimously approved by both companies' boards of directors. \nThis transaction was initially discussed in Royal Gold's March 5, 2007, press\nrelease.\n\n\nThe consideration payable to Battle Mountain shareholders will depend on\nthe average trading price of Royal Gold's common stock preceding the closing,\nand ranges from 1,634,410 Royal Gold shares, if the Company's stock price is\nat $29.00 or below, to 1,570,507 Royal Gold shares, if the Company's stock\nprice is at $30.18 or above. A proportional adjustment will be made between\nthese two trading prices. On a per share basis, Royal Gold will pay Battle\nMountain shareholders between 0.0172 and 0.0179 shares of Royal Gold's common\nstock. This consideration is also subject to a potential holdback of\napproximately 50,000 Royal Gold shares, or approximately 0.0006 Royal Gold\nshares on a per share basis, for contingent liabilities.\n\n\nRoyal Gold has obtained agreements from Mark Kucher, Chairman of Battle\nMountain, and IAMGOLD Corporation providing that each will vote its respective\nshares in favor of the merger transaction. These agreements represent\napproximately 39.9% of the outstanding shares of Battle Mountain.\n\n\nThe closing of this transaction is subject to Battle Mountain shareholder\napproval, satisfactory completion of due diligence, receipt of any regulatory\napprovals, and satisfaction of customary conditions.\n\n\nBattle Mountain is a precious metals royalty company with a portfolio\nconsisting of royalties on 12 properties located mainly in the Americas. Their\nprincipal assets include a 3.25% net smelter return ("NSR") royalty on gold\nproduction and a 2.0% NSR royalty on silver production from the Dolores\nproject in Mexico, which is under development by Minefinders Corporation Ltd.\nBattle Mountain has disclosed that their royalty properties contain\napproximately 4.8 million ounces of gold reserves and 136 million ounces o...