Mountain Province Diamonds Inc. (TSX:MPVD) entered into a definitive agreement to acquire remaining 94.4% stake in Kennady Diamonds Inc. (TSXV:KDI) from Vertigol Unlimited Company, Dermot F. Desmond and other shareholders for approximately CAD 180 million on January 28, 2018. Under the terms of court-approved plan of arrangement, Kennady shareholders will receive 0.975 of a Mountain Province common share for each Kennady common share. Mountain Province holds a total of 3 million Kennady shares, representing approximately 5.55% of the issued and outstanding Kennady shares. As of April 12, 2018, Vertigol Unlimited Company acquired 18.5% stake in Kennady Diamonds Inc. from Bottin (International) Investments, Ltd. for CAD 28.6 million, Vertigol Unlimited Company acquired 13.9% stake in Mountain Province Diamonds Inc. from Bottin (International) Investments, Ltd. for CAD 73.9 million and Dermot F. Desmond acquired 0.006% stake in Mountain Province Diamonds Inc. from Bottin (International) Investments, Ltd. for CAD 0.03 million. Bottin transferred the shares to Vertigol and Dermot F. Desmond as part of a corporate reorganization. In connection with the transaction, Mountain Province will provide financing to Kennady of up to CAD 10 million via an equity private placement which is not conditional upon the closing of the transaction. Upon completion of the transaction, the combined company will be owned approximately 76% by Mountain Province shareholders and 24% by Kennady shareholders. In case of termination either party may be liable to pay a termination fee of CAD 6 million. The issuance of shares by Mountain Province pursuant to the transaction is subject to approval at a special meeting of Mountain Province shareholders by at least a majority of the votes cast on the resolution to approve the share issuance by the Mountain Province shareholders. The transaction is subject to approval at a special meeting of Kennady shareholders voting on the resolution to approve the transaction. In addition to shareholder approval, the transaction is also subject to court approval, acceptance of the applicable stock exchanges and Kennady shareholders holding no more than 5% of the outstanding Kennady shares shall have exercised Dissent Rights. Boards of Directors of Mountain Province and Kennady have unanimously approved the transaction. Each of the directors and senior officers of Mountain Province along with Dermot Fachtna Desmond, have agreed to vote their shares in favor of the share issuance at the Mountain Province meeting, and each of the directors and senior officers of Kennady have agreed to vote their shares in favor of the transaction at the Kennady meeting. Bottin (International) Investments Ltd. and Dermot Desmond, collectively owning approximately 24% of the outstanding Mountain Province Shares and approximately 28% of the outstanding Kennady Shares, have agreed to vote the Mountain Province shares in favor of the share issuance and to vote the Kennady shares in favor of the transaction. The Boards of Directors of both companies each formed a special committee of Independent Directors in connection with the proposed transaction. As of March 22, 2018, Institutional Shareholder Services Inc. and Glass Lewis & Co. recommended that shareholders approve the proposed business combination of Mountain Province and Kennady. On March 5, 2018, Kennady announced that it has received an interim order from the Ontario Superior Court of Justice which authorizes, among other things, Kennady to call and hold a special shareholders meeting on April 9, 2018. As of April 9, 2018, the shareholders of both Mountain Province and Kennady approved the transaction. As of April 11, 2018, Ontario Superior Court of Justice approved the transaction. The transaction is expected to close in April 2018. As of March 16, 2018, the transaction is expected to close on or about April 11, 2018. As of April 9, 2018, the transaction is expected to close on April 13, 2018. The Bank of Nova Scotia acted as financial advisor to Mountain Province. Greg Smith, Kevin Sorochan, Brian Fast, Elizabeth Holden, Robyn Enslen, Gerald Courage and Neil Gurmukh of Miller Thomson LLP are acting as legal advisors to the Mountain Province Special Committee. Robert W. Staley and William Bortolin of Bennett Jones LLP acted as Canadian legal advisors and Adam M. Givertz of Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as US legal advisor to Mountain Province. RBC Capital Markets Inc. provided a fairness opinion to the Special Committee of Mountain Province. Minvisory Corp. acted as financial advisor to Kennady. Brad Moore and Blair Horn of Fasken Martineau DuMoulin LLP acted as legal advisors and Perkins Coie LLP acted as US legal advisor to Kennady. Haywood Securities Inc. provided a fairness opinion to the Special Committee of Kennady. Laurel Hill Advisory Group and Computershare Investor Services Inc. served as the information agents to Mountain Province.