ValOre Acquires South Atlantic to Form Precious Metals Giant in Brazil

Deal News | Mar 26, 2025 | Globenewswire

ValOre Acquires South Atlantic to Form Precious Metals Giant in Brazil

ValOre Metals Corp. has entered a definitive agreement to acquire South Atlantic Gold Inc. in an all-share transaction to form a significant precious metals district in Ceará State, Brazil. The amalgamation will see ValOre acquire all issued and outstanding shares of South Atlantic through its subsidiary under Canadian corporate law, with a subsequent delisting of South Atlantic from public markets. The merger has been unanimously approved by the boards of both companies and awaits shareholder and regulatory approvals. ValOre, following the merger, will issue approximately 38,500,000 new shares to South Atlantic shareholders, representing 14.4% of the total outstanding shares. The transaction is expected to conclude in Q2 2025, contingent upon obtaining the necessary approvals.

Sectors

  • Mining and Metals
  • Financial Services - Mergers and Acquisitions

Geography

  • Canada – Both ValOre Metals Corp. and South Atlantic Gold Inc. are Canadian companies, with the transaction occurring under Canadian corporate law.
  • Brazil – The acquisition focuses on creating a dominant precious metals district in Ceará State, Brazil, emphasizing its strategic geographical importance.

Industry

  • Mining and Metals – The article revolves around the acquisition of South Atlantic Gold by ValOre Metals, focusing on precious metal exploration and resource consolidation in Brazil.
  • Financial Services - Mergers and Acquisitions – The transaction discussed is an acquisition involving stock exchange, approvals, and shareholder meetings, integral to the M&A landscape.

Financials

  • $2.88 million – The estimated value of the new ValOre shares to be issued to South Atlantic shareholders, post-transaction, based on March 26, 2025, closing price.
  • 267,540,439 – Total number of ValOre shares expected to be issued and outstanding following the transaction.
  • 38,500,000 – Number of ValOre shares to be given to South Atlantic shareholders according to the exchange ratio.
  • $150,000 – Termination fee payable to ValOre under certain circumstances.

Participants

NameRoleTypeDescription
ValOre Metals Corp.AcquirerCompanyA Canadian metal exploration company acquiring South Atlantic Gold to expand its portfolio in Brazil.
South Atlantic Gold Inc.TargetCompanyAn exploration company engaged in acquiring and advancing mineral properties, being acquired by ValOre.
1529317 B.C. Ltd.Subsidiary of ValOreCompanyA wholly-owned subsidiary of ValOre Metals Corp., involved in the amalgamation process under Canadian law.
Jim PatersonValOre Chairman and CEOPersonThe CEO of ValOre, playing a key leadership role in the acquisition.
TSX Venture ExchangeRegulatory BodyGovernmentThe Canadian exchange requiring approval for the transaction to proceed.