Centerra Gold Inc. has entered into a global arrangement agreement with Kyrgyzaltyn JSC and the Government of the Kyrgyz Republic to effect a clean separation of the parties, including through the disposition of Centerra’s ownership of the Kumtor Mine and investment in the Kyrgyz Republic, the elimination of Kyrgyzaltyn’s involvement and interest in the company, and the resolution of their disputes.
Centerra understands that the agreement has been approved by the Government of the Kyrgyz Republic, including both the Kyrgyz Parliament and the Cabinet of Ministers.
The agreement provides for, among other things, Kyrgyzaltyn transferring to Centerra all of its 77.4 million Centerra common shares for cancellation, representing an approximate 26% equity interest in the company, for an aggregate purchase price of approximately CAN$972 million (based on the closing price of CAN$12.56 per Centerra common share on the TSX on 11 April 2022). In satisfaction of the purchase price, Kyrgyzaltyn will receive from Centerra a 100% equity interest in the company’s two Kyrgyz subsidiaries and, indirectly, the Kumtor Mine (with Kyrgyzaltyn and the Kyrgyz Republic assuming all responsibility for the Kumtor Mine), plus a cash payment of approximately US$36 million.
In connection with the share exchange, the agreement also is conditioned on the full and final release of all claims of the parties, termination of all legal proceedings involving the parties in all jurisdictions with no admissions of liability and payment by Centerra of US$50 million to KGC at closing of the arrangement on account of an inter-company balance, as well as certain other principal elements described below.
Scott Perry, President and Chief Executive Officer of Centerra, comments:
“This arrangement is expected to provide value to Centerra’s stakeholders while allowing Centerra to move forward with a renewed focus on our core operations, including our Mount Milligan and Öksüt mines, where we expect to see continued strong operational performance. To the entire Kumtor team and the people of the Kyrgyz Republic, I want to express how proud I am of all we have achieved together over the past several decades and wish you continued success.”
Read the article online at: https://www.globalminingreview.com/mining/05042022/centerra-gold-announces-agreement-with-kyrgyzaltyn/