Yintai Gold, Osino Resources ink purchase deal
China-based Yintai Gold and Canadian gold exploration company Osino Resources have sealed an acquisition deal that involves Yintai acquiring all outstanding Osino common shares.
This acquisition includes Osino’s gold assets in Namibia, notably the Twin Hills Gold Project. Yintai’s offer was considered a “Superior Proposal” by Osino, leading to the termination of a previous agreement with Dundee Precious Metals (DPM).
The offer from Yintai represents a significant premium over the DPM agreement, with almost a 32% premium over the previous offer and approximately a 68% premium over Osino’s share price before the DPM agreement announcement. Yintai had previously facilitated the development of Osino’s Twin Hills project by providing a $10m loan and covering the termination fee incurred from the dissolved DPM agreement.
Purchase agreement
Yintai’s President, Xingong Ou, emphasized the strategic importance of the Twin Hills project, stating that it provides a unique opportunity to add a high-quality gold development asset to their portfolio in a stable and mining-friendly jurisdiction. He also highlighted the project’s potential for future production and exploration upside, with production targeted for 2026.
Osino’s board of directors and special committee unanimously approved the transaction with Yintai, recommending that shareholders vote in its favor. Osino’s President and CEO, Heye Daun, expressed appreciation for the previous offer from DPM but emphasized that Yintai’s all-cash offer represents a significant premium and is a superior proposal for Osino’s shareholders. Daun praised Yintai’s experience, financial backing, and track record in gold mining in China, stating that they have the technical skills and resources to progress the project through construction and into production.
The agreement includes provisions for board support, non-solicitation covenants, and a fiduciary out clause, allowing Osino to consider superior offers with a right to match for Yintai. It also specifies termination fees payable by both parties under certain conditions. The deal is expected to conclude in the first half of 2024 pending regulatory approvals, after which Osino shares will be delisted.
