Gowling WLG acted as counsel to Canaccord Genuity Corp., independent adviser providing a fairness opinion to the Special Committee of the Board of Directors of Claude Resources Inc., with respect to the acquisition by Silver Standard Resources Inc. of all of the outstanding common shares of Claude Resources pursuant to a plan of arrangement.
On March 7, 2016, Silver Standard Resources Inc. (TSX:SSO)(NASDAQ:SSRI) and Claude Resources Inc. (TSX:CRJ)(OTCQB:CLGRF) announced a definitive agreement whereby Silver Standard will acquire all of the outstanding common shares of Claude Resources pursuant to a plan of arrangement to create a high-quality intermediate precious metals producer with assets in the Americas.
Under the terms of the Agreement, all of the Claude Resources issued and outstanding common shares will be exchanged on the basis of 0.185 of a Silver Standard common share and C$0.001 in cash per Claude Resources share, representing total consideration of C$1.65 per share of Claude Resources based on the value of Silver Standard's common shares as of the close of business on March 4, 2016. This implies an equity valuation of C$337 million for Claude Resources. The consideration represents a premium of approximately 25 per cent based on the 20-day volume weighted average prices of Silver Standard and Claude Resources and 30 per cent to Claude Resources' closing price of C$1.27 per common share on March 4, 2016. Upon completion of the Transaction, existing Silver Standard and Claude Resources shareholders will own approximately 68 per cent and 32 per cent of the combined company, respectively.
Silver Standard is a Canadian-based precious metals producer with two wholly-owned and operated mines, including the Marigold gold mine in Nevada, U.S., and the Pirquitas silver mine in Jujuy Province, Argentina.
Claude Resources Inc. is a public gold exploration and mining company based in Saskatoon, Saskatchewan, with an asset base located entirely in Canada. The company also owns 100 per cent of the Amisk Gold Project in northeastern Saskatchewan.
Cyndi Laval of Gowling WLG acted for Canaccord Genuity Corp., which provided a fairness opinion to the Special Committee of the Board of Directors of Claude Resources.