Mitrani Caballero Advises on Sale of Gualcamayo Mine and Deep Carbonates Project by Mineros S.A. in Argentina
Mitrani Caballero & Ruiz Moreno and Gowling WLG (Toronto) have advised dual listed mining company Mineros S.A., on the sale to Delaware registered entity Eris LLC, of all of the outstanding shares in the capital stock of Mineros’ subsidiary Minas Argentinas S.A., owner of the “Gualcamayo Mine” and the “Deep Carbonates Project”, both located in the Province of San Juan, Argentina. Gualcamayo is an open pit and underground gold mine (consisting in three operating open pits and one operating underground mine), that entered into commercial production in 2009 and has been operating ever since.
The transaction closed on September 21, 2023. It was structured as an “as is, where is” deal, pursuant to which the purchaser (i) made a US$4 million advance payment to Mineros, (ii) assumed all obligations of the target company (and underlying mines), and (iii) assumed the obligations of Mineros to make a US$30 million contingent payment that would become payable to Nomad Royalty Company Ltd. (a subsidiary of Sandstorm Gold Ltd.) should the Deep Carbonates Project ever be put into production. Additionally, Mineros paid to Eris at closing US$6.5 million to cover certain outstanding obligations of the target company.
Mineros is a TSX and Colombian exchange listed gold mining company, headquartered in Medellin, Colombia, with a diversified asset base, including mines in Colombia and Nicaragua and a pipeline of development and exploration projects throughout the Latam region.
Gowling WLG’s team was led by partner France Tenaille (Mining and M&A)
From Toronto office, supported by Ian Mitchell and Warren Cass (securities).
Mitrani Caballero’s team was led by partners Matías Olcese and María Paula Terrel (Mining and M&A), supported by partners María Laura Lede Pizzurno (Mining / Environmental & Regulatory), Corina Laudato (Taxes), senior counsel María Jimena Martinez Costa (Corporations), and senior associates Juan Manuel Iglesias Mamone (Taxes) and Lucas Mazza (Corporations).
