On September 7, 2021, Golden Valley Mines and Royalties Ltd. (“Golden Valley”) announced the execution of an arrangement agreement with Gold Royalty Corp. (“Gold Royalty”) pursuant to which Gold Royalty agreed to acquire all of the issued and outstanding shares of Golden Valley by way of a statutory plan of arrangement (the “Arrangement”). Gold Royalty entered into a concurrent arrangement agreement with Abitibi Royalties Inc. (“Abitibi Royalties”) pursuant to which Gold Royalty agreed to acquire all of the issued and outstanding shares of Abitibi Royalties by way of a statutory plan of arrangement concurrently with the completion of the Arrangement.
In connection with the Arrangement, the board of directors of Golden Valley (the “Board”) established a special committee (the “Special Committee”) comprised of the independent members of the Board to review the terms of the Arrangement and consider potential alternative transactions. Upon considering all of the relevant factors, including a fairness opinion provided by Maxit Capital LP, and a subsequent fairness opinion provided by PI Financial Corp., the Special Committee determined that the Arrangement was in the best interests of Golden Valley and its stakeholders, and recommended that the Board approve the Arrangement.
On October 29, 2021, the shareholders of Golden Valley approved the Arrangement at a special meeting of the Golden Valley shareholders. On November 5, 2021, Golden Valley announced the completion of the Arrangement.