Chifeng Gold to complete acquisition of Golden Star Resources by end-January 2022
Chinese gold mining firm Chifeng Jilong Gold Mining Limited, is expected to complete it’s acquisition of Golden Star Resources (GSR) by the end of January this year.
This follows the obtainment of the Final Order for Plan of Arrangement by GSR from the Ontario Superior Court of Justice.
The Final Order for Plan of Arrangement is an order approving the acquisition of GSR [a Canadian company] by Chifeng Gold Limited.
The acquisition, it however noted, is still subject to receipt of all regulatory and stock exchange approvals from China and Ghana.
“Golden Star Resourcesis pleased to announce that it has obtained a final order from the Ontario Superior Court of Justice approving the Company’s previously announced plan of arrangement under Section 192 of the CanadaBusiness Corporations Act, involving the Company, Chifeng Jilong Gold Mining Ltd. pursuant to the arrangement agreement dated October 31, 2021, as amended by an amending agreement dated November 24, 2021,” stated GSR in a statement published on its website.
“The Arrangement is expected to be completed later in January 2022, subject to, among other things, receipt of all regulatory and stock exchange approvals, including in the People’s Republic of China and in Ghana, and the satisfaction or waiver of conditions precedent as set forth in the Arrangement Agreement,” it added.
The Transaction
Pursuant to the Arrangement Agreement, Chifeng, through Chijin and the Assignee have agreed to acquire all of the issued and outstanding Golden Star Shares. Pursuant to and upon completion of the Transaction, Shareholders will receive total consideration, payable in cash, of US$3.91 (equivalent to approximately C$4.85 as of October 31, 2021) per Golden Star Share, which equates to a total Transaction value of approximately US$470 million on a fully-diluted, in-the-money basis.
Read: GSE: Golden Star Resources to delist from local bourse
Upon completion of the Transaction, the Golden Star Shares are expected to be delisted from the NYSE American, the Toronto Stock Exchange and the Ghana Stock Exchange. In addition, it is expected that Golden Star will cease to be a reporting issuer under U.S., Canadian and Ghanaian securities laws following the completion of the Transaction.
Advisors
Golden Star has engaged Canaccord Genuity Corp. as its exclusive financial advisor as well as Fasken Martineau DuMoulin LLP and Davis Graham & Stubbs LLP as its respective Canadian and United States legal advisors.
Canaccord Genuity Corp. provided a fairness opinion to Golden Star’s Board of Directors. Chifeng has engaged Stifel Nicolaus Canada Inc. and First Asia Group Ltd. as its financial advisors as well as Goodmans LLP as its legal advisor.
Golden Star Profile
Golden Star is an established gold mining company that owns and operates the Wassa underground mine in the Western Region of Ghana, West Africa.
Listed on the NYSE American, the Toronto Stock Exchange and the Ghanaian Stock Exchange, Golden Star is focused on delivering strong margins and free cash flow from the Wassa mine.
As the winner of the Prospectors & Developers Association of Canada 2018 Environmental and Social Responsibility Award, Golden Star remains committed to leaving a positive and sustainable legacy in its areas of operation.
Chifeng Profile
Chifeng is an international gold mining company listed on the Shanghai Stock Exchange with a market capitalization of approximately US$4.4 billion. It operates five mining assets, including the world-class Sepon gold mine in Laos.
In 2018, Chifeng acquired Sepon before undertaking significant capital expenditures to redevelop the gold processing facility in order to double its future gold production.
