Shareholders greenlight Adventus Mining’s acquisition of Luminex Resources
In a significant move in the mining industry, Luminex Resources Corp. (TSXV: LR) (OTCQX: LUMIF) shareholders and optionholders have voted overwhelmingly in favor of the acquisition by Adventus Mining Corporation. This decision came during a special meeting of securityholders, marking a pivotal moment for both entities.
Deal Overview and Shareholder Support
The arrangement, announced in November 2023, involves Adventus Mining acquiring all issued and outstanding common shares of Luminex through a plan of arrangement. In the meeting, a substantial 85,855,189 Luminex Resources shares, equating to 49.36% of the total shares, and 4,430,000 Luminex Resources stock options, representing 78.48% of the outstanding options, were voted. The resolution received near-unanimous support, with approximately 99.97% of Luminex shareholders approving the deal.
Strategic Significance of the Transaction
The transaction is poised to reshape the landscape of the copper-gold mining sector. It will create a combined entity focusing on advancing the El Domo-Curipamba copper-gold project towards production and consolidating a significant gold-copper development and exploration portfolio in Ecuador, spanning over 135,000 hectares. This includes the Condor gold project, currently at the preliminary economic assessment stage.
Luminex Resources Securityholders Overwhelmingly Approve Adventus Mining Merger
Financial Aspects and Exchange Ratio
Under the terms, Luminex shareholders will receive 0.67 Adventus Mining shares for each Luminex share held. Post-transaction, Adventus Mining shareholders will own about 61% of the new entity, with Luminex shareholders holding approximately 39%. Notably, Ross Beaty is expected to emerge as a major shareholder, owning around 13%.
Completion Conditions and Concurrent Financing
The completion of this arrangement is contingent upon various conditions, including approvals from Luminex securityholders, the TSXV, and the British Columbia Supreme Court. Additionally, the deal involves a concurrent financing of around US$17.1 million, of which US$13.5 million is fully committed.
Advantages and Future Prospects
This merger brings together formidable forces in the mining industry, combining the expertise of Ross Beaty’s Lumina Group, local Ecuadorian investors, and strategic players like Altius Minerals Corporation and Wheaton Precious Metals Corp. The transaction is set to establish a well-capitalized copper-gold company, positioning the El Domo Project for a construction decision in the first half of 2024. The combined exploration portfolio, one of the largest in Ecuador, is anticipated to drive future growth and value creation for shareholders.
Closing Remarks
The transaction is a testament to the strategic foresight of both Luminex and Adventus Mining, as they join forces to lead the copper-gold mining industry into a new era. With an expected closing date of January 25, 2024, the mining community eagerly anticipates the successful completion of this transformative deal.