Each one in plain English, with the numbers worked through for a shareholder.
26 June 2015business combination▲ GoodMajor
The Ontario Superior Court of Justice (Commercial List) gave final approval on June 26, 2015 to the plan of arrangement combining Alamos and AuRico. Closing is still expected July 2, 2015, subject to regulatory approvals and other customary conditions. This is another step following the shareholder vote two days earlier; the filing does not yet report the merger as completed.
Shareholders of both companies approved the Alamos-AuRico merger on June 24, 2015: about 98.83% of votes cast by AuRico holders and 90.56% of votes cast by Alamos holders. The deal also creates a new company, AuRico Metals Inc., whose incentive plan was approved too, and closing is expected July 2, 2015 subject to regulatory approvals and other conditions. This moves forward the merger described in the May notes release; the filing does not itself say what AuRico Metals will hold, though AuRico's CEO links it to the Kemess project.
AuRico told holders of its 3.50% convertible senior notes due 2016 that they can currently convert the notes, and that right lasts until 35 days after the planned merger with Alamos Gold is completed. Under the merger, AuRico shareholders get 0.5046 shares of the combined company per AuRico share, and Alamos holders get 1 share plus US$0.0001 in cash per share; completion is expected in July 2015 but is not assured. This is the first mention of the notes in the context and of the Alamos merger terms; before the merger the notes convert into AuRico shares, afterwards into shares of the combined company, and AuRico or the combined company may pay cash, shares or a mix.
AuRico's year-end 2014 estimates show Young-Davidson underground reserves up 207,000 ounces (6%) to 3.76 million, while El Chanate reserves fell 37% to 646,000 ounces from mining and flatter planned pit slopes. Total reserves slipped 4% to 6.27 million ounces, but measured and indicated resources rose 64% to 4.1 million ounces and inferred resources rose to 2.4 million ounces, mainly from the Kemess East discovery and the 25% Lynn Lake interest. This follows through the Kemess East and Lynn Lake news of late 2014.
AuRico reported a new gold-copper porphyry discovery at Kemess East, one kilometre east of the Kemess Underground deposit in British Columbia. Of 19 holes drilled since late 2013 (27,214 metres), 16 hit mineralization; the best, KH14-04, ran 768 m at 0.442 g/t gold and 0.392% copper. An initial resource estimate is expected in early 2015, and the Kemess Underground environmental application is targeted for the first half of 2015; the company gives no assurance the estimate will be completed on time.
AuRico agreed to buy 70.6 million Carlisle Goldfields shares at C$0.08 each (about C$5.6 million, roughly 19.9% of Carlisle), subject to Toronto Stock Exchange approval. It also entered a joint venture for Carlisle's Lynn Lake gold camp in Manitoba: a 25% interest for an initial C$5 million, with an option to earn up to a further 35% by spending C$20 million over three years and delivering a feasibility study. This is a new early-stage Canadian project alongside its Young-Davidson and El Chanate mines.
Gammon Gold announced discovery of significant mineralization at Santa Eduviges, Las Molinas and San Amado at Ocampo, with an update on its 2009 exploration program. Only the cover page and exhibit list are in the filing text, so no results or figures are available here. This continues the Ocampo exploration reported in July 2009.
Gammon Gold (as the company was then named) announced high-grade drill results in the Picacho open pit area and a discovery called Altagracia at its Ocampo property, with an update on its 2009 exploration program. The filing shown contains only the cover page and exhibit list, so no drill figures are available here.
Gammon Lake Resources (the company's name at the time, later AuRico Gold) filed a one-sentence correction to its November 29, 2004 feasibility study for the Ocampo project in Chihuahua. The study wrongly said 'mineral reserves' had been converted into reserves; it now says 'mineral resources' were converted. The engineer, Kappes, Cassiday & Associates, states nothing else in the study changed.