Eldorado gets Foran Mining takeover over the shareholder approval line
TSX- and NYSE-listed Eldorado Gold Corporation has successfully garnered shareholder approval on a proposed plan of arrangement with TSX-listed copper miner Foran Mining Corporation.
About 84% of the votes cast by common shareholders during a meeting on April 7 were in favour of the resolution to approve the issuance of Eldorado common shares in connection with the arrangement.
The meeting required that 75% of the votes attached to all outstanding common shares of Eldorado were in favour of the transaction.
Eldorado CEO George Burns says this strong level of shareholder support marks an important milestone in progress towards completion of the arrangement with Foran.
For him, the addition of Foran’s McIlvenna Bay project, in Saskatchewan, will enhance Eldorado’s portfolio with a high-quality, long-life Canadian asset that complements its existing operations and strengthens its position as a disciplined, growth-oriented gold and copper producer.
“This transaction reinforces our ability to deliver long-term value through a combination of operational expertise, a strong balance sheet, and a pipeline of high-quality growth opportunities.
“We look forward to satisfying the remaining closing conditions and completing the transaction for the benefit of our shareholders, employees, communities, and partners,” Burns concludes.
Eldorado in February announced its intention to acquire Foran at a deal valuing the company at C$3.8-billion, or $2.7-billion, to which a key proxy adviser firm recommended that Eldorado shareholders vote against the Foran takeover bid.
Glass Lewis & Co, who was a proxy adviser firm for Eldorado’s third-largest shareholder, L1 Capital, deemed the takeover too expensive and worried that shareholders would end up with a smaller stake in the combined company than the value it is contributing under the stock-and-cash deal.
In turn, another advisory firm called Institutional Shareholder Services, urged that investors in both companies support the takeover.
Eldorado itself said Glass Lewis’ assessment did not fully reflect the deal’s long-term strategic and economic merits, nor the significant value creation opportunity it would deliver for Eldorado shareholders.
L1 Capital co-chief investment officer Raphael Lamm maintained that the proposed Foran transaction is one of the most value-destructive deals he has seen in decades of investing in the mid-capitalisation mining sector.
The combined asset base of Foran and Eldorado will have about 77% exposure to gold and 15% to copper with operations and development projects in Canada, Greece and Türkiye.
The deal was expected to close in the second quarter of the year, following which Foran shareholders will get 0.1128 Eldorado shares plus $0.01 per share, giving them about 24% of the combined company.
