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Sailfish Royalty Completes Acquisition of Terraco Gold
Thursday 22 August 2019

22 August 2019 - BVI-based precious metals royalty and streaming company Sailfish Royalty Corp. (TSX Venture: FISH) has acquired all of the issued and outstanding shares of Canada-based gold royalty company Terraco Gold Corp.  (TSX Venture: TEN) in exchange for consideration of 0.12 of a common share of Sailfish for each Terraco Share, the company said.

The consolidated company will hold an array of precious metals royalties, ranging from the exploration stage through to production; Geographic diversification of the combined royalty portfolio within the Americas, including Nevada, Mexico, Brazil and Nicaragua; Royalties with well-established property owners, including Waterton Global Resource Management, Eldorado Gold Corp. and Endeavour Silver Corp.; Platform for additional royalty consolidation in the precious metals space; and Near term shareholder friendly initiatives including a possible spinoff of the Gavilanes and Almaden-Nutmeg Mountain properties into a separate exploration company or a monetization of these assets.

Former Terraco shareholders will hold approximately 37.2% of the issued and outstanding common shares of Sailfish (60,215,705).

Former registered shareholders of Terraco will be required to submit their share certificates and letters of transmittal to Computershare Investor Services Inc. and follow the instructions in the Information Circular dated July 12, 2019 in order to obtain Sailfish share certificates pursuant to the Plan of Arrangement.

In addition, the outstanding options of Terraco have been adjusted in accordance with their terms and the Exchange Ratio such that 1,626,120 outstanding options of Sailfish have been reserved for exercise.

It is expected that shares of Terraco will be delisted from the TSX Venture Exchange at close of business on August 20, 2019. In connection with the closing of the Arrangement, Sailfish has appointed Todd Hilditch to its board of directors.

Terraco is a gold royalty company with a royalty portfolio of up to 3% NSR on the multi-m ounce Spring Valley Gold Project located in Pershing County, Nevada.

Red Cloud Klondike Strike Inc. acted as financial advisor to Sailfish. DuMoulin Black LLP acted as legal counsel to Sailfish.

Haywood Securities Inc. acted as financial advisor to the Terraco Special Committee. Gowling WLG acted as legal counsel to Terraco.
Date Published: 22/08/2019
Target: Terraco Gold Corp
Country: Canada
Deal Size: 20m (USD)
Sector: Metals/Mining
Type: Corporate acquisition
Financing: Stock
Status: Closed
Buyer: Sailfish Royalty Corp
Buyer Advisor: Red Cloud Klondike Strike , DuMoulin Black