Philex absorbs Canadian unit

MANILA, Philippines - Philex Mining Corp., the country’s largest miner, will indirectly acquire all of the outstanding common shares of Philex Gold Inc. from existing minority shareholders for $.75 per share or about $77.7 million.

Philex Gold is a Canadian mineral exploration company active in the Philippines.

In a disclosure to securities regulators yesterday, Philex said the acquisition will be made through Philex Gold Holdings Inc. (PGHI).

As part of the transaction, Philex Gold will also transfer all of the shares of its wholly-owned unit Philex Gold Philippines Inc. to PGHI in exchange for the amount of Can$82.4 million which would in turn be offset against the outstanding amounts that Philex Gold owes PGHI. 

Following the completion of the transaction, PGI will be a wholly-owned unit of PGHI, said Philex president Ernesto Villaluna Jr.

The transaction has been unanimously approved by the board of directors of PGI, following the unanimous recommendation of a special committee comprised of independent PGI directors.

IBK Capital Corp. is the financial advisor to the special committee of the board of directors of Philex Gold.

Completion of the transaction is subject to customary conditions, including a favorable vote of two-thirds of the PGI common shares voted at a special meeting. – Zinnia Dela Peña