Treasury Metals Inc. entered into a definitive arrangement agreement to acquire Blackwolf Copper and Gold Ltd. for CAD 14.9 million.
The transaction will be completed pursuant to a court approved plan of arrangement under the Business Corporations Act (British Columbia). The transaction is subject to approval from shareholders of each of TML and BWCG, court approvals, applicable regulatory approvals including the TSX and TSX Venture approvals, the completion of the non-brokered private placement, Blackwolf shall not have exercised Dissent Rights, or have instituted proceedings to exercise Dissent Rights, in connection with the transaction and the satisfaction of certain other closing conditions customary in transactions of this nature. The Agreement has been unanimously approved by the Board of Directors of each of Treasury and Blackwolf. Haywood Securities Inc. is acting as financial advisor to Treasury. Jay King and Alex Pizale of Cassels Brock & Blackwell LLP are acting as Treasury?s legal counsel. The Board of Directors of Treasury has received a fairness opinion from RwE Growth Partners, Inc. Jason Sutherland of DuMoulin Black LLP is acting as legal counsel to Blackwolf and Fiore Management and Advisory Corp. has acted as financial advisor to Blackwolf in connection with the Transaction and will receive a 2% advisory fee payable in shares. The Board of Directors of Blackwolf has received a fairness opinion from Evans & Evans, Inc.