Amarillo Gold Corporation (TSX-V:AGC, OTCQB:AGCBF) has said its acquisition by a subsidiary of Hochschild Mining PLC (LSE:HOC, OTCQX:HCHDF) under a plan of arrangement and the spin-out to Amarillo shareholders of all of the shares of Lavras Gold Corp, is expected to occur on April 1, 2022.
Under the terms of the plan of arrangement, each share of Amarillo will be exchanged for cash consideration of C$0.40 and one common share of Lavras Gold, a new Brazil-focused exploration company, based in Toronto, Ontario.
Lavras Gold will be capitalized with approximately C$10 million in cash and will hold all of Amarillo's assets and rights with respect to the Lavras do Sul gold project located in southern Brazil in the state of Rio Grande do Sul, and a 2.0% net smelter revenue royalty on certain exploration properties outside Amarillo's current Posse resource at its Mara Rosa Project.
The TSX Venture Exchange (TSXV) is expected to halt the trading of the common shares of Amarillo on the TSXV pre-market on March 30, 2022.
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Lavras Gold has received conditional approval to list the Lavras Gold Shares on the TSXV. Final listing approval will be subject to Lavras Gold satisfying all of the listing conditions of the TSXV. The trading symbol for the Lavras Gold Shares will be LGC and the ISIN and CUSIP numbers for the Lavras Gold Shares, respectively, will be as follows: ISIN CA51949L1004 and CUSIP 51949L100.
Information regarding the procedure for exchanging Amarillo shares for the arrangement consideration is provided in the company's management information circular dated January 27, 2022.
Registered Amarillo shareholders must complete and sign a letter of transmittal and return it, together with the certificates/DRS advices representing their Amarillo shares and any other required documents, to the address specified in the letter of transmittal, in order to receive the cash consideration and Lavras Gold shares following the effective date of the Arrangement.
Non-registered Amarillo shareholders who hold their shares through a broker, investment dealer, bank, trust company, custodian, nominee, or other intermediary or depository should contact their intermediary for instructions and assistance in receiving the arrangement consideration.
Contact the author at jon.hopkins@proactiveinvestors.com