Integra Resources, Millennial Precious Metals announce friendly at-market merger

Integra Resources (ITRG) and Millennial Precious Metals (MLPMF) announce that they have entered into an arm’s length definitive agreement dated February 26 for an at-market merger, pursuant to which Integra and Millennial have agreed to combine their respective companiesby way of a court-approved plan of arrangement. Under the terms of the transaction, Millennial shareholders will receive 0.23 of a common share of Integra for each Millennial common share held. Existing shareholders of Integra and Millennial will own approximately 65% and 35%, respectively, of the outstanding Integra shares on the closing of the transaction, but prior to the completion of the equity financing contemplated. The exchange ratio implies consideration of C$0.18 per Millennial share based on the closing market price of the Integra shares on the TSX Venture Exchange on February 24. The consideration represents a no premium transaction. In connection with the transaction, the companies are pleased to announce concurrent equity financings for aggregate gross proceeds of C$35M, comprised of the brokered offering and non-brokered offering, the net proceeds of which are expected to be used by Integra, following completion of the transaction, to fund an updated Mineral Resource estimate and mine plan of operations at the DeLamar Project, the preparation of a Mineral Resource Estimate and Preliminary Economic Assessment on Millennial’s Wildcat and Mountain View Projects, as well as on-going baseline work for additional permitting and exploration at the companies’ respective projects, and for working capital and general corporate purposes. The companies are pleased to welcome Wheaton Precious Metals Corp. (WPM) as a new cornerstone investor, with Wheaton agreeing to invest an amount equal to up to 9.9% of the issued and outstanding Integra shares following the completion of the proposed Transaction and the conversion of the subscription receipts issuable to Wheaton and pursuant to the brokered offering. The equity participation of Wheaton in connection with the transaction provides significant project and transaction validation while also creating a partnership for future project financing. The equity financing also includes participation by Beedie Investments Ltd., an existing lender and shareholder of Integra.