Silvercorp Metals Inc. entered into a letter of intent to acquire Adventus Mining Corporation from Altius Minerals Corporation, Lumina Group Llc, Wheaton Precious Metals Corp. and others for approximately CAD 190 million.
April 25, 2024
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Silvercorp Metals Inc. (TSX:SVM) entered into a letter of intent to acquire Adventus Mining Corporation (TSXV:ADZN) from Altius Minerals Corporation (TSX:ALS), Lumina Group Llc, Wheaton Precious Metals Corp. (TSX:WPM) and others for approximately CAD 190 million on April 12, 2024. Silvercorp Metals Inc. (TSX:SVM) entered into an agreement to acquire Adventus Mining Corporation (TSXV:ADZN) from Altius Minerals Corporation (TSX:ALS), Lumina Group Llc, Wheaton Precious Metals Corp. (TSX:WPM) and others on April 25, 2024. Under the terms of the Transaction, Adventus shareholders will receive 0.1015 Silvercorp Shares for each existing Adventus Share held. The Exchange Ratio implies consideration of CAD 0.50 per Adventus Share based on the 20-day volume-weighted average prices of Silvercorp Shares. The implied equity value of the Transaction is approximately CAD 200 million on a fully-diluted in-the-money basis. The Arrangement Agreement includes a termination fee of CAD 10 million, payable by Adventus, under certain circumstances (including if the Arrangement Agreement is terminated in connection with Adventus pursuing a Superior Proposal). The Arrangement Agreement specifies a deadline of July 31 for the satisfaction of all conditions to closing. Silvercorp has expressed to Adventus its willingness to discuss extending this deadline.
In addition to Adventus securityholder and court approval, the Transaction is also subject to the satisfaction of certain other closing conditions customary. The Transaction has been conditionally approved by the TSXV but remains subject to final approval of the TSXV on behalf of Adventus, and approval of the TSX and NYSE American on behalf of Silvercorp, including the acceptance for listing of the Silvercorp Shares to be issued in connection with the Transaction. The board of directors of Adventus has unanimously approved the Transaction. At its annual and special meeting held on June 26, 2024, the Arrangement was approved by the shareholders of Adventus Mining including Altius. On July 2, 2024, the Ontario Superior Court of Justice granted a final order approving the Arrangement. Transaction is accretive on a per share net asset value, Mineral Reserves and Mineral Resources basis. The Transaction is expected to be completed in the third quarter of 2024.
Cormark Securities Inc., financial advisor to Adventus, has provided an opinion to the Adventus Board. BMO Capital Markets is acting as financial advisor to Silvercorp. McCarthy Tétrault LLP and FBPH Abogados are acting as Silvercorp?s Canadian and Ecuadorian legal advisors, respectively. Bennett Jones LLP and AVL Abogados are acting as Adventus? Canadian and Ecuadorian legal advisors, respectively. Mark D. Wood of Katten Muchin Rosenman LLP acted as a legal advisor to Adventus Mining Corporation. Raymond James Ltd. acted as Fairness Opinion provider to the Adventus Board in the transaction. TSX Trust Company and Computershare Investor Services Inc. acted as a tranfer agent to Adventus Mining Corporation and Silvercorp Metals Inc.
Wheaton Precious Metals Corp. is a Canada-based precious metals streaming company. The Company is primarily engaged in the sale of precious metals, including gold, silver, palladium, and cobalt. It has streaming agreements for about 19 operating mines and 13 development stage projects. Its operating assets include Salobo mine (Salobo), Antamina, Penasquito, Constancia, Sudbury, Stillwater, San Dimas, Voiseyâs Bay, Other Gold, and Other Silver. Its development assets include Blackwater Project, Marmato Mine, Copper World Complex, Goose Project, and Curipamba Project, and others. The Salobo is the copper deposit located in Brazil. Salobo is an integrated operation of open pit mining, mineral processing beneficiation, concentrate loading and transportation. The Antamina mine is a copper mine. The Antamina mine is located in the Andes Mountain range of Peru at an average elevation of 4,200 meters. The Penasquito is a gold mine and silver mine as well as the producers of zinc and lead.
Silvercorp Metals Inc. entered into a letter of intent to acquire Adventus Mining Corporation from Altius Minerals Corporation, Lumina Group Llc, Wheaton Precious Metals Corp. and others for approximately CAD 190 million.
WHEATON PRECIOUS METALS CORP. 
