Josemaria Resources Inc.’s [JOSE-TSX, Sweden; JOSMF-OTCQB] securityholders have approved the acquisition of all of the outstanding shares of the company by Lundin Mining Corp. [LUN-TSX; LUNMF-OTC; LUMI-Sweden] by way of a statutory plan of arrangement at the special meeting of securityholders held April 21, 2022.
The special resolution approving the arrangement was approved by 99.89% of the votes cast by the shareholders of the company present virtually or represented by proxy at the Meeting, and 99.90% of the votes cast by shareholders and holders of options of the company, voting together as a single class, present virtually or represented by proxy at the meeting.
Upon closing of the arrangement, each shareholder (other than Lundin Mining and any of its subsidiaries) will receive as consideration for the shareholder’s Josemaria shares, at shareholder’s election: $1.60 in cash for each Josemaria share held, or 0.1487 of a Lundin Mining common share for each Josemaria share held, plus for each whole Lundin Mining share issued to such shareholder, $0.11 in cash will also be paid to such shareholder, or any combination thereof.
The cash consideration and share consideration is subject, in each case, to pro-ration based on a maximum cash consideration of approximately $183 million and a maximum of approximately 39.7 million Lundin Mining shares to be issued pursuant to the plan of arrangement set out in the arrangement agreement between the company and Lundin Mining dated December 19, 2021, and subject to adjustment in accordance with the plan of arrangement.
Optionholders who have not validly exercised their Josemaria stock options prior to the closing date of the transaction will be entitled to receive appropriately adjusted fully-vested options to acquire Lundin Mining shares from Lundin Mining in accordance with the plan of arrangement.
The Arrangement is subject to the approval of the Supreme Court of British Columbia. The court hearing for the final order to approve the arrangement is scheduled to take place on April 26, 2022, and the completion of the arrangement is expected to occur on April 28, 2022. Following completion of the transaction, the Josemaria Shares will be delisted from the Toronto Stock Exchange and Nasdaq Stockholm. An application will also be made for the company to cease to be a reporting issuer in the applicable jurisdictions following completion of the arrangement.
Josemaria Resources is a natural resources company focused on developing its advanced stage, 100%-owned Josemaria Copper-Gold Project in the San Juan Province of Argentina. The company is a reporting issuer in all Provinces and its corporate head office is in Vancouver, BC. Josemaria was a member of the Lundin group of companies.