In addition, shareholders of Endeavour will be asked to approve the issuance of Endeavour ordinary shares to La Mancha Holding S.a.r.l., (“La Mancha”) pursuant to the terms of a binding investment commitment term sheet entered into between Endeavour and La Mancha dated March 23, 2020. The non-GAAP information should not be viewed as a substitute for, or superior to, other data prepared in accordance with GAAP.
SEMAFO Inc. operates two mines, the Mana and Boungou Mines in Burkina Faso.
Sébastien de Montessus will continue as CEO of the combined entity. Endeavour is currently capitalised at C$3.6bn.The permit comes at a busy time for Endeavour notwithstanding the COVID-19 pandemic. Negotiations proceeded, culminating in agreement on the terms of the Transaction detailed in this announcement.SEMAFO appointed a special committee of independent directors to consider and make a recommendation with respect to the Transaction. At that time, it was not possible to agree on terms which appropriately shared the risks and rewards of a combination.In early 2020, discussions between Endeavour and SEMAFO recommenced. Benoit Desormeaux will become President and will oversee operational performance. The Arrangement Agreement has been unanimously approved by the Board of Directors of SEMAFO. 201 people follow this. Forgot account? Contact me: DTSORO@GMAIL.COM DTSORO@YAHOO.FR 00225 07216425 00225 41905276 ... Endeavour Mining Corporation, Burkina faso. Existing Endeavour and SEMAFO shareholders will own approximately 70% and 30%, respectively, of the combined company on a fully-diluted in-the-money basis.Sébastien de Montessus, President & CEO of Endeavour, stated:Benoit Desormeaux, President and CEO of SEMAFO, stated:For the past several years, Endeavour and SEMAFO have worked as industry partners to consider shared issues common to companies operating in West Africa. Further, by entering the External Site, you also acknowledge and agree that you completely and irrevocably waive any and all rights and claims against EDV and Virtua and further acknowledge and agree that in no event shall EDV or Virtua, its officers, employees, directors and agents be liable for any (i) indirect, consequential, incidental, special, compensatory or punitive damages, (ii) damages for loss of income, loss of business profits, business interruption, loss of data or business information, loss of or damage to property, (iii) claims of third parties, or (iv) other pecuniary loss, arising out of or related to this disclaimer or the External SiteBy entering the External Site, you further acknowledge and agree that the disclaimer of warranties and limitations of liability set out in this disclaimer shall apply regardless of the causes, circumstances or form of action giving rise to the loss, damage, claim or liability, even if such loss, damage, claim or liability is based upon breach of contract (including, without limitation, a claim of fundamental breach or breach of a fundamental term), tort (including, without limitation, negligence), strict liability or any other legal or equitable theory, and even if EDV and Virtua are advised of the possibility of the loss, damage, claim or liability.
Endeavour Mining (TSX: EDV) has announced an increase of 554,000 oz. La Mancha will retain its anti-dilution and other rights under the Investor Rights Agreement between Endeavour and La Mancha.The investment by La Mancha is considered to be a "related party transaction" for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101”). For further information, please contact: Endeavour Mining … Create New Account. Such resolution will require the approval of a simple majority of votes cast by Endeavour shareholders.For SEMAFO, the Transaction will require the approval of 66 2/3% of votes cast by shareholders of SEMAFO.La Mancha, along with officers and directors of Endeavour, who together control approximately 31.8% of the outstanding shares of Endeavour, have entered into voting support agreements pursuant to which they have agreed to vote their ordinary shares in favor of the Transaction. Changes in historical information may occur due to adjustments in accounting and reporting standards & procedures. Both companies also re-opened data rooms for mutual confirmatory due diligence, including visits and, following collaborative discussions, confirmed their shared strategic vision and desire to complete a combination subject to negotiation of agreeable terms. La Mancha is strongly supportive of the Transaction and has committed to invest $100 million in the pro-forma group. This was in terms of La Mancha’s right to preserve its stake in Endeavour following the issue of shares to shareholders in SEMAFO with which Endeavour merged.La Mancha is the investment vehicle owned by Naguib Sawiris, the Egyptian telecoms mogul whose activity in the West African gold mining sector has been significant since he bought an initial $500m foothold in Endeavour in 2012.La Mancha now has a 24.1% stake in Endeavour, down from its position 31% position.
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