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(Sharecast News) - Galantas Gold announced on Friday that it has agreed to acquire RDL Mining Corporation in an all-share deal that would give it the option to take full ownership of the Indiana gold-copper project in Chile, while simultaneously launching a brokered private placing to raise up to $7m to fund exploration and option payments.
The AIM-traded company said the transaction would see RDL shareholders - Lawrence Roulston, Robert Sedgemore and Dorian 'Dusty' Nicol - receive around 132 million Galantas shares, equal to roughly 50% of the enlarged share capital, and a combined 2% net smelter return royalty over the Indiana project.
On completion of the acquisition and financing, each would hold about 12.5% of Galantas.
Closing was expected in the fourth quarter, subject to TSX Venture Exchange approval and customary conditions.
RDL holds an option to acquire 100% of the Indiana project from Minera Activa by making payments totalling $15m over five years, alongside minimum annual spending commitments on exploration and development.
A first $0.5m option payment had already been advanced by Ocean Partners UK.
RDL had also entered into a copper-stream agreement with 1555070 BC. for CAD 0.55m.
The Indiana project, located 40 kilometres from Copiap in Chile's Atacama region, is an operating gold-copper mine with immediate expansion potential.
Historical work included 13,000 metres of drilling and extensive sampling, outlining eight high-grade veins traced over significant strike lengths.
A 2013 historical inferred resource estimated 607,000 ounces of gold equivalent at an average grade of 6.1 grams of gold equivalent per tonne, based on five drilled veins to a depth of 300 metres.
More than 20 additional veins and breccia bodies remained untested.
An updated NI 43-101 resource by DRA Global was due by the end of November.
Galantas chief executive Mario Stifano said the acquisition positioned the company to rapidly advance the project.
"The Indiana Project represents a compelling dual-path opportunity - with an operating mine and historical high-grade gold-copper resources, this transaction positions Galantas to fast-track the project into production, while simultaneously unlocking significant exploration upside by drilling the numerous outcropping and untested veins on the property," he said.
He added that the additions of Roulston and Sedgemore strengthen the team's ability to execute its growth plans.
Roulston, co-founder of Metalla Royalty & Streaming, would join the Galantas board as a non-executive director, while Sedgemore 0 a mine-developer with experience at Escondida, Chuquicamata and other major Chilean operations - would become senior vice-president of operations.
Nicol would serve as a special exploration adviser.
Alongside the acquisition, Galantas planned a brokered private placement of up to 87.5 million units at eight cents each, raising as much as $7m.
Each unit would include a share and a warrant exercisable at 12cents for 36 months.
The agents, Canaccord Genuity and Haywood Securities, had an over-allotment option to raise a further CAD 1.05m.
Proceeds would fund work at Indiana, option payments and general corporate purposes.
Galantas said shareholders holding 57% of its stock had indicated support for the acquisition and financing.
At 0809 GMT, shares in Galantas Gold Corporation were up 2.86% at 5.4p.
Reporting by Josh White for Sharecast.com.