Endeavour Mining Corporation and Adamus Resources Limited (ADU) are pleased to announce they have entered into a definitive Merger Implementation Agreement to combine through an all-‐stock merger of equals transaction creating a new growth focused West African gold producer. Endeavour intends to invest at least US$160 million from its current cash balance to relieve the constraints of Adamus’ Nzema project finance structure, including repayment of the US$60 million project loan and at least US$100 million towards reduction of hedged gold volumes. In addition, the Merged Entity has an acquisition growth strategy to more than double this gold production rate by the end of 20132. Upon completion of the Scheme, existing Endeavour shareholders and Adamus shareholders will own approximately 47.2% and 52.8%, respectively, of the issued common shares of the Merged Entity. This will result in greater leverage to the gold price, increased operating cashflow and EBITDA, and increased management flexibility.
Commenting on the business combination Mark Connelly, Managing Director and CEO of Adamus said: “This transaction delivers considerable value to Adamus shareholders through the combination of our proven mine development skills and materially enhanced financial flexibility from Endeavour. This enables accelerated growth through the combined portfolio of development and exploration projects.”
Endeavour is a gold producer committed to growing its business and enhancing shareholder value. Endeavour owns the Youga Gold Mine in Burkina Faso, and an attractive pipeline of exploration and development projects in West Africa. Adamus’ primary focus is on expanding the economic potential of the Nzema Gold Project in Ghana, West Africa.
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