On July 29, 2024, Integra Resources Corp. and Florida Canyon Gold Inc. entered into a definitive arrangement agreement whereby Integra agreed to acquire all of the issued and outstanding common shares of Florida Canyon in exchange for common shares of Integra by way of a plan of arrangement. Pursuant to the terms and conditions of the arrangement agreement, the holders of common shares of Florida Canyon will receive 0.467 of a common share of Integra for each common share of Florida Canyon held.
The merger between Integra and FCGI creates a growth focused gold and silver producer in the Great Basin, providing balanced and transformational benefits to shareholders of both Integra and Florida Canyon. The transaction is strategically aligned with Integra’s long-term vision of becoming a leading US based mid-tier gold-silver producer and generating significant value for all shareholders and stakeholders.
In connection with the transaction, Integra will also complete concurrent bought deal private placement financing of subscription receipts for gross proceeds of approximately $20 million. The net proceeds from the offering will be used to fund mine optimization opportunities at Florida Canyon, for continued advancement of DeLamar and Nevada North, and for general corporate purposes. The offering includes participation from key cornerstone shareholders of both Integra and Florida Canyon, including Beedie Investments Ltd., Wheaton Precious Metals Corp. and GMT Capital Corp. Integra will enter into an amending agreement to the convertible loan agreement dated as of July 28, 2022 among Integra and, inter alios, its lender, Beedie Investments Ltd., pursuant to which, among other things, Beedie Capital will advance US$5 million to Integra. The transaction is expected to close in Q4 2024.
Cassels is acting for Integra.