June 25, 2010
Following receipt on June 24, 2010 of all necessary shareholder approvals, Linear Gold Corp. (TSX: LRR) and Apollo Gold Corporation (TSX: APG)(NYSE Amex: AGT) completed a business combination on June 25, 2010 to create Brigus Gold Corp. (TSX: BRD)(NYSE Amex: BRD). The business combination was structured as a court-approved plan of arrangement under the Business Corporations Act (Alberta) pursuant to which Apollo acquired all of the issued and outstanding Linear shares and Linear amalgamated with 1526753 Alberta ULC, a wholly-owned subsidiary of Apollo. Under the terms of the transaction, former shareholders of Linear received, after giving effect to a four for one share consolidation by Apollo, 1.37 Brigus Gold shares for each common share of Linear, subject to adjustment for fractional shares. Outstanding options and warrants to acquire Linear shares were also converted into options and warrants to acquire Brigus Gold shares, adjusted in accordance with the same ratio. The common shares and warrants of Brigus Gold commenced trading on the TSX and NYSE Amex on June 28, 2010. In anticipation of the business combination, Linear completed a $10 million private placement to acquire common shares of Apollo in March, 2010.
Wildeboer Dellelce LLP acted as counsel to Linear Gold Corp. in connection with the business combination and the private placement with a team that included Troy Pocaluyko, Al Wiens and Sanjeev Patel (corporate/securities), Christopher Partridge (debt products) and Kevin Fritz (tax).