Apollo Gold and Linear Gold announced on March 9 the signing of a binding letter of intent to merge the two companies.
Under the terms of the agreement, Apollo will acquire all of the common shares of Linear in exchange for Apollo common shares at an exchange ratio that values Linear at about C$102 million. The merger was subject to the approval of holders of not less than
66-2/3% of the Linear common shares and of a majority of the Apollo common shares held by disinterested shareholders voted at special meetings of shareholders, as well as receipt of all necessary court and regulatory approvals, including approvals by the Toronto Stock Exchange and the NYSE Amex. The merger was expected to close in the second quarter of 2010. Post-merger, the company expects to adopt a new name.
Upon completion of the merger, assets of the combined company will include Apollo’s Black Fox mine in the Timmins mining district, Ontario, with anticipated 2010 production of 100,000 oz of gold; Linear’s Goldfields project in northern Saskatchewan, with anticipated production of 70,000 oz/y by 2013; total reserves in Canada of about 2.3 million oz of gold within 31.2 million mt grading an average of 2.3 g/mt gold; and exploration land packages in multiple jurisdictions, mostly in Canada and Mexico.
Assuming completion of the merger, R. David Russell, president and CEO of Apollo, will continue in his current role within the new company. Wade Dawe, president and CEO of Linear, will assume the role of chairman of the board of directors, and the board of directors will have seven members, including four Apollo nominees, two Linear nominees, and a technical person mutually agreed upon by Apollo and Linear.