M&A specialists from Carey Olsen’s Guernsey corporate team have advised long-standing client and Toronto Stock Exchange (“TSX”)-listed Avnel Gold Mining Limited (“Avnel”) onits successful acquisition by TSX-listed Endeavour Mining Corporation (“Endeavour”)by way of a Guernsey scheme of arrangement.
Endeavour, a premier intermediate gold producer focussed on assets in the West African region, has acquired all of the issued and outstanding ordinary shares of Avnel in exchange for the issue of new Endeavour shares.
Avnel is a gold mining, exploration and development company with operations in southwestern Mali in West Africa. Its focus is to develop its 80%-owned Kalana Main Project from a small underground mine into a low-cost, high-grade, open pit mining operation.
The Carey Olsen team advisingon the US$122 million deal was led by partner Tony Lane and included senior associate Arya Hashemi and associate Jamie Oldfield. They advised Avnelon the Guernsey aspects of the acquisition, which was effected by way of a scheme of arrangement approved by the Royal Court of Guernsey. International corporate law firm Blake,Cassels&Graydon LLP provided onshore counsel to Avnel from Toronto.
Mr Lane said: “This was a complex and interesting transaction for our team to advise on, necessitating a novel approach to the scheme documentation so as to satisfy the requirements of Canadian and US securities laws, as well as meeting the requirements for a Guernsey scheme of arrangement. In addition, as the Takeover Code did not apply to the transaction, the parties had more freedom to negotiate commercial terms than would typically be the case for a Guernsey takeover.
“The deal is the latest in a string of public takeover transactions for the Carey Olsen M&A team this year and also demonstrates the firm’s market leading expertise in advising listed resources companies registered offshore.”