Calibre Mining, an Americas-focused mid-tier gold producer, has finalised the acquisition of all issued and outstanding common shares of Marathon Gold.
The strategic move was cemented through a court-approved plan of arrangement.
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The acquisition, announced in November of the previous year, saw Calibre purchase Marathon’s shares at C$0.84 apiece, with the gross transaction equity value consideration totalling C$345m on a fully diluted in-the-money basis.
At that time, Calibre chairman Blayne Johnson said: “The combination with Marathon perfectly aligns with Calibre’s commitment to building a diversified mid-tier gold producer, focused on quality assets with strong re-rate potential for all shareholders.
“This transformative merger creates a projected 500,000oz gold producer and offers our shareholders diversification and exposure to high-quality, long-life production in a tier-1 jurisdiction.
“I have no doubt that the union of Marathon’s experienced team and well advanced Valentine Project based in Canada, with Calibre’s production assets, robust treasury, free cash flow, flawless track record in execution and high-impact exploration opportunities will unlock significant value for the shareholders of both companies.”
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By GlobalDataMarathon shareholders received 0.6164 of a Calibre common share for each Marathon share they held.
With the arrangement now in effect, Calibre has issued around 249.8 million new shares.
The current ownership structure post-acquisition has Calibre and former Marathon shareholders owning around 65% and 35% of the issued and outstanding Calibre shares, respectively.
The deal gives Calibre a 100% interest in the Valentine Gold Project, enhancing its portfolio with a significant asset in a globally recognised mining jurisdiction.
The company has also announced its intention to delist Marathon shares from the Toronto Stock Exchange and will seek to terminate Marathon’s public company reporting requirements at the earliest opportunity.
The newly issued Calibre shares under the arrangement are slated for listing and trading on the Toronto Stock Exchange.
Calibre has appointed Matthew Manson, Marathon’s former director, president and CEO, to its board of directors.
