ASX-listed African Gold has entered a binding scheme implementation deed with Montage Gold Corp.
Under the terms of the Share Scheme, Montage will acquire 100% of the shares in African Gold that it does not already hold and each African Gold shareholder will receive 0.0628 new Montage shares for every 1 African Gold shares held on the record date of the Share Scheme.
The parties have also agreed terms as to a separate scheme of arrangement pursuant to which it is proposed that all African Gold options will either be cancelled in consideration for the issue of new Montage options at the same exchange ratio as the Share Scheme, and on equivalent terms including an adjusted exercise price and the same expiry dates (Option Scheme) or will be exercised into African Gold Shares (and acquired by Montage under the Transaction) or cancelled by African Gold prior to implementation.
African Gold's Chief Executive Officer, Adam Oehlman, said: “This transaction represents a compelling outcome for African Gold shareholders at this stage of the Company’s evolution. It validates the scale, quality and strategic positioning of the Didievi Gold Project and provides our shareholders with continued exposure to the upside through ownership in a larger, well-capitalised Côte d’Ivoire-focused gold company. “The Board believes this proposed combination delivers scale, balance sheet strength and development expertise that materially de-risks Didievi and enhances its path toward production.”
Montage's Chief Executive Officer, Martino De Ciccio, said: “With the build of our Koné project tracking on budget and well on schedule, we are pleased to further enhance our portfolio through the addition of the high-quality Didievi project, thereby strengthening our presence in Côte d’Ivoire.
“As operator of the Didievi project since our initial investment, we have been able to derisk this transaction by conducting further drilling which has resulted in an increase in the Blaffo Guetto deposit resource while confirming mineralization at new targets, in parallel to conducting metallurgical test work. We have seen the potential for the Didievi project to become a high-quality standalone operation, and we look forward to leveraging our highly experienced team to rapidly unlock its full potential. “This significantly accretive transaction builds on the momentum generated thus far to advance our strategy of creating a premier African gold producer and delivering value for both Montage and African Gold stakeholders."
