Prize, Teras, Boxxer to complete business combination

Prize Mining Corporation, along with partners, Teras Resources Inc. and Boxxer Gold Corp. executes a letter of intent (LOI) for a proposed arm’s length business combination of the parties.

The structure of the Proposed Transaction is currently contemplated as an amalgamation of a wholly owned subsidiary of the three companies.

The three companies agreed that upon completion of the Proposed Transaction, each Teras shareholder will receive 1.047233386 shares of Prize in exchange for each Teras share and each Boxxer shareholder will receive 0.524195736 shares of Prize in exchange for each Boxxer share.

The share exchange ratios for Teras and Boxxer were determined based on the adjusted market capitalisations of all three companies.

All Teras and Boxxer convertible securities will be adjusted in accordance with terms and conditions of the dilution provisions of those securities and the above exchange ratios.

The outstanding Prize shares and Prize convertible securities will remain unaffected by the Proposed Transaction.