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ACQUISITION OF LEXAM
6 Months Ended
Jun. 30, 2017
ACQUISITION OF LEXAM  
ACQUISITION OF LEXAM

NOTE 15 ACQUISITION OF LEXAM

 

On April 26, 2017, the Company completed the acquisition of 100% of the issued and outstanding common shares of Lexam by the way of the Arrangement Agreement dated February 13, 2017 and related Plan of Arrangement (the “Arrangement”). Pursuant to the Arrangement, each common share of Lexam was exchanged for 0.056 of a common share of the Company and each option to purchase a common share of Lexam was exchanged for a replacement option entitling the holder to acquire 0.056 share of the Company’s common stock.

 

The Company’s total purchase price of $39.2 million was comprised of 12,687,035 common shares issued from Treasury at $3.00 per share, share replacement awards of $0.1 million and transaction costs totaling $1.0 million. The Lexam acquisition was accounted for as an asset acquisition and transaction costs associated with the acquisition were capitalized to the Mineral Property Interests acquired consistent with the Company’s Mineral Property Interests accounting policy.

 

The following table sets out the allocation of the purchase price to assets acquired and liabilities assumed, based on management’s estimates of relative fair value:

 

 

 

 

 

Total purchase price:

 

 

 

Common shares issued for acquisition

 

$

38,141

Transaction fees incurred

 

 

1,017

 

 

$

39,158

Fair value of assets acquired and liabilities assumed:

 

 

 

Mineral property interests

 

$

41,595

Cash and cash equivalents

 

 

177

Other current assets

 

 

86

Other assets

 

 

312

Accounts payable and accrued liabilities

 

 

(288)

Reclamation obligations

 

 

(570)

Deferred income tax liabilities

 

 

(2,154)

 

 

$

39,158

 

The Mineral property interests acquired include the 100% interest of the Buffalo Ankerite, Fuller and Davidson Tisdale deposits and 61% interest in the Paymaster deposit located in Timmins, Ontario. The remaining 39% interest in the Paymaster property is held by Goldcorp Inc., a joint venture partner. Certain properties are also subject to a net profit interest (“NPI”) in the 10-20% range, payable to an unrelated third party.