Parties
Company
Benchmark Metals Inc.
Company
Thesis Gold Inc.
On June 5, 2023, Benchmark Metals Inc. and Thesis Gold Inc. finalized an arrangement where Benchmark acquired all Thesis common shares. Thesis shareholders received 2.5584 Benchmark shares per Thesis share, valuing Thesis shares at C$0.96 each, a 26.2% premium based on June 2, 2023, market prices. Post-transaction, Benchmark and Thesis shareholders owned approximately 60% and 40% of the combined company, respectively.
This transaction created a major precious metals developer in British Columbia's Toodoggone Mining District, combining Benchmark's Lawyers project with Thesis' Ranch Project. The deal aimed to enhance Benchmark's 3.14 million ounces of gold equivalent resources with additional mineralization from Ranch.
Both companies' boards recommended the arrangement after consulting their financial and legal advisors. Legal advisors included Cassels Brock & Blackwell LLP and Harper Grey LLP for Benchmark, and Boughton Law Corporation and Aird & Berlis LLP for Thesis. Fairness opinions were provided by Raymond James Ltd. for Benchmark and Canaccord Genuity Corp. for Thesis. The transaction, subject to shareholder and court approvals, was expected to complete in the third quarter of 2023, followed by a 2.6:1 share consolidation and renaming to "Thesis Gold Inc."
Deal Type
Merger & AcquisitionIndustry
MiningTransaction
$ 63,500,000Deal Status
ClosedClosing Date
22 August 2023