Superior Gold to be acquired by Catalyst Metals for $54 million

Company

Superior Gold Inc.

Law Firm / Organization
Bennett Jones LLP
Law Firm / Organization
Grondal Bruining Pty Ltd

Company

Catalyst Metals Limited

On February 22, 2023, Catalyst Metals Limited agreed to purchase Superior Gold Inc. for CAD 54.9 million. Superior shareholders are set to receive 0.3571 Catalyst shares for each Superior share, valuing Superior at about CAD 54 million. Once finalized, Catalyst and Superior shareholders will hold roughly 78% and 22% of the merged company, respectively. Catalyst secured CAD 19.5 million through placements by March 30, 2023, and arranged a CAD 5 million loan with Auramet International Inc. Superior might pay Catalyst CAD 2 million for termination under specific situations. The deal's closure requires several approvals, including a 66 2/3% vote by Superior shareholders. A special shareholder meeting is scheduled for June 26, 2023. Additional conditions include Catalyst's financing achievement between CAD 18.47-46.17 million, and Superior's favorable fairness opinion. Superior's independent board recommended the deal, which both companies' boards unanimously support. However, Greywolf Capital Management LP, owning 6.33% of Superior's shares, opposes it. The deal was approved by Superior Gold shareholders, set to be finalized by June 29, 2023, post the Ontario Superior Court of Justice's nod on June 28. Superior's financial consultations come from National Bank Financial Inc., Bennett Jones LLP, and Grondal Bruining Pty Ltd., while Catalyst is advised by Argonaut Securities Pty Ltd, Cassels Brock & Blackwell LLP, Gilbert + Tobin, PwC, and Entech. Notably, ISS and Glass Lewis endorse the transaction. The acquisition was finalized on June 29, 2023.

Merger & Acquisition
Mining
$ 54,900,000
Closed
29 June 2023