Glamis Gold Ltd., a Canadian public mining company, completed a $344 million acquisition of exploration company Francisco Gold Corp. on July 16, 2002. The acquisition was carried out through a plan of arrangement under the B.C. Company Act.
Under the plan, Francisco, with its advanced-stage El Sauzal gold project in Mexico and its Marlin exploration project in Guatemala, became a wholly owned subsidiary of Glamis.
A new corporation, Chesapeake Gold Corp., which is owned by the former shareholders of Francisco, pro rata in accordance with their former shareholdings in Francisco, was formed. Under the plan, $25,010,137 in cash, certain mineral exploration properties in Nicaragua and miscellaneous assets were transferred from Francisco to Chesapeake.
Lang Michener in Vancouver represented Glamis, with a team led by G. Barry Finlayson, Rubina Jamal and Jeffrey Sheremeta. David Stone, Ross Emmerman and Christopher Elston of Neal, Gerber & Eisenberg in Chicago was U.S. counsel to Glamis.
Francisco was represented by Koffman Kalef in Vancouver, with a team led by Bernard Poznanski, and including Gary Floyd and Wendy Lee (securities) and David Pedlow (tax). U.S. counsel to Francisco was Randal Jones and Kenneth Sam (securities) and John Hollinrake, Jr. (U.S. tax) of Dorsey & Whitney LLP in Seattle. Research Capital Corporation in Toronto was financial advisor to Glamis. Macquarie North America Ltd. in Vancouver was financial advisor to Francisco.
Under the plan, Francisco, with its advanced-stage El Sauzal gold project in Mexico and its Marlin exploration project in Guatemala, became a wholly owned subsidiary of Glamis.
A new corporation, Chesapeake Gold Corp., which is owned by the former shareholders of Francisco, pro rata in accordance with their former shareholdings in Francisco, was formed. Under the plan, $25,010,137 in cash, certain mineral exploration properties in Nicaragua and miscellaneous assets were transferred from Francisco to Chesapeake.
Lang Michener in Vancouver represented Glamis, with a team led by G. Barry Finlayson, Rubina Jamal and Jeffrey Sheremeta. David Stone, Ross Emmerman and Christopher Elston of Neal, Gerber & Eisenberg in Chicago was U.S. counsel to Glamis.
Francisco was represented by Koffman Kalef in Vancouver, with a team led by Bernard Poznanski, and including Gary Floyd and Wendy Lee (securities) and David Pedlow (tax). U.S. counsel to Francisco was Randal Jones and Kenneth Sam (securities) and John Hollinrake, Jr. (U.S. tax) of Dorsey & Whitney LLP in Seattle. Research Capital Corporation in Toronto was financial advisor to Glamis. Macquarie North America Ltd. in Vancouver was financial advisor to Francisco.
Lawyer(s)
Michele M. Ryan
Kenneth G. Sam
Jeff Sheremeta
Ross D. Emmerman
Bernard G. Poznanski
D. Wendy Lee
Rubina Jamal
David S. Pedlow
G. Barry Finlayson