First Mining Finance Corp. (TSXV:FF) entered into a definitive agreement to acquire Clifton Star Resources, Inc. for CAD 20.5 million
The transaction is subject to approval of at least two-thirds of the votes cast by the shareholders of Clifton Star at a special meeting expected to take place in mid-April 2016, third party approval, listing of consideration shares on stock exchange, execution of dissenter's right, court and stock exchange approvals and the satisfaction of certain other customary closing conditions. The directors and officers of Clifton Star together with certain other shareholders of Clifton Star, holding 23.3% stake in Clifton Star Resources have entered into lock-up and voting agreements with First Mining and have agreed to vote in favor of the transaction. The Board of Directors of Clifton Star Resources has unanimously approved the transaction. As of April 6, 2016, shareholders of Clifton Star unanimously approved the transaction and Québec Superior Court also approved the transaction. The transaction is expected to be completed on April 8, 2016.
Bruce McKnight Minerals Advisor Services acted as fairness opinion provider for Clifton Star Resources. James D. Beeby of McCullough O'Connor Irwin LLP acted as legal advisor for First Mining Finance. Josianne Beaudry of Lavery, De Billy acted as legal advisor for Clifton Star Resources.