On October 12, 2016, Teranga completed the acquisition of Gryphon Minerals, adding another high quality gold asset to its portfolio. Focused in Burkina Faso, Gryphon’s assets include Banfora, a development project with considerable upside potential from two exploration joint ventures.
Pursuant to the Scheme, shareholders of Gryphon received 70,638,853 common shares of Teranga, on the basis of 0.169 Teranga common share for each Gryphon common share not already held by the Company.
In addition, Tablo Corporation (“Tablo”), controlled by Mr. David Mimran, is exercising its pre-emptive participation right, pursuant to a Voting and Investor Rights Agreement with Teranga dated October 14, 2015, to subscribe for 9,671,625 Teranga common shares (the “Private Placement”), representing 13.69% of Teranga’s common shares and CDIs issued under the Scheme (calculated on a non-diluted basis). Following the completion of the Private Placement, Tablo will hold a total of 63,376,260, or 13.41%, of Teranga’s issued and outstanding common shares (calculated on a non-diluted basis and post issuance of the Teranga common shares and CDIs issued on the Scheme and the Private Placement). The issuance price to Tablo will be $1.0322 per share, being the 5-day volume weighted average price of Teranga common shares as of close of business on October 12, 2016. The Teranga common shares issued to Tablo will be subject to a customary four month hold period.
Teranga, together with the strength and complementary nature of Gryphon’s assets, management team, regional operating experience, exploration expertise and social license creates an up and coming mid-tier West African gold producer.