Alamos and BigSky to combine assets
Alamos Minerals and BigSky Resources have entered into an agreement to
combine their assets. The merger is expected to be completed by way of a
statutory plan of arrangement under the Yukon Business Corporations Act.
Alamos would acquire all of the outstanding shares of BigSky in exchange
for shares of Alamos on the basis of 1.0 Alamos shares for each 2.0 BigSky
shares. The merger is subject to the satisfaction of certain conditions,
including completion of due diligence reviews satisfactory to each company,
shareholder, regulatory and court approvals, receipt of fairness opinions
and the completion by BigSky of a formal agreement with Newmont with
respect to the El Mozo property in Ecuador.
The arrangement will result in shareholders of Alamos and BigSky becoming
shareholders of a company with a larger public float, which should provide
enhanced liquidity and greater ability to finance the projects of the
companies. As a result of the arrangement, a unified management group will
be formed, with extensive experience in corporate finance and mineral
exploration. The arrangement will also create operational efficiencies by
eliminating the duplication of accounting, legal, corporate and
administrative procedures.
Currently, Alamos has 14,878,030 Alamos shares outstanding and BigSky has
12,905,021 BigSky shares outstanding. On completion of the arrangement,
shareholders of BigSky and Alamos will own, on a fully-diluted basis,
approximately 30 per cent and 70 per cent respectively, of the outstanding
Alamos shares.
Alamos and BigSky intend to submit the arrangement to shareholders for
consideration at shareholder meetings presently scheduled for mid-June
1999. The merger is expected to be completed prior to June 30, 1999.
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