Kinross Gold Acquires Bema Gold

Kinross Gold Corporation acquired Bema Gold Corporation on February 27, 2007. The business combination was effected under a statutory plan of arrangement of Bema pursuant to which the holders of Bema common shares received 0.441 of a Kinross common share plus $0.01 in cash in exchange for each Bema common share. The transaction is valued at approximately US$3.1 billion and creates a major gold producing company with a market capitalization of approximately US$7.9 billion.

Bema was represented by its vice-president administration, corporate secretary and general counsel, Roger Richer, and by Stikeman Elliott LLP with a team that included William Braithwaite, John Ciardullo, Ken Pogrin, Quentin Markin, Amanda Linett and Joanna Bliss (M&A); David Finkelstein and Susan Thomson (tax); Paul Collins and Debbie Salzberger (competition); Lorna Cuthbert (employment); Andrea Boctor (pensions) and Aaron Atcheson (environmental). In respect of Russian matters, Bema was represented by Macleod Dixon LLP with a team that included Glenn Faass, Aydin Jebrailov, Anton Elistratov and Maria Kadlets; and legal representation in the United States was provided by Randal Jones and Christopher Doerksen of Dorsey & Whitney LLP.

The Special Committee of Bema was represented by Alan Bell of Bennett Jones LLP.

Kinross was represented by its senior vice-president and chief legal officer, Geoff Gold, by Blake, Cassels & Graydon LLP with a team that included Jeff Lloyd, Leslie Johnson, Christopher Jones, Eric Moncik, Sheldon Vanderkooy and Michelle Audet (M&A); Ron Richler and Leslie Morgan (tax); Brian Facey and Julie Soloway (competition) and Mike Harquail (banking), and by Patrick Marley (tax) at Osler, Hoskin & Harcourt LLP. In respect of Russian matters, Kinross was represented by Chadbourne & Parke LLP with a team that included Laura Brank, Svetlana Sineva and Konstantin Konstantinov; and legal representation in the United States was provided by Robert DeLaMater and Trevor Ogle of Sullivan & Cromwell LLP.