South32 Ltd. acquires Arizona Mining Inc.

On August 10, 2018, South32 Ltd. (South32) acquired all of the issued and outstanding common shares of Arizona Mining Inc. (Arizona Mining) not already owned by South32 or its affiliates for cash consideration of $6.20 per share by way of a statutory plan of arrangement pursuant to the Business Corporations Act (British Columbia). The transaction ascribed a total equity value of approximately $2.1 billion to Arizona Mining. 

South32 is a globally diversified mining and metals company that produces bauxite, alumina, aluminium, energy and metallurgical coal, manganese, nickel, silver, lead and zinc at its operations in Australia, Southern Africa and South America. It is now the owner of the high-grade zinc-lead-silver Hermosa project and prospective land package in North America, and has several partnerships with junior explorers with a focus on base metals. 

Arizona Mining was a junior resource company focused on the exploration and development of the Hermosa Project located in Santa Cruz County, Arizona. The Hermosa Project is comprised of the Taylor Deposit, a zinc, lead and silver resource, and the Central Deposit, a zinc, silver and manganese resource. 

Osler, Hoskin & Harcourt LLP acted as counsel to South32 with a team comprised of: Emmanuel Pressman, Alan Hutchison, Alex Gorka and Patrick Sullivan (M&A); Firoz Ahmed, Drew Morier and Taylor Cao (tax); Michelle Lally (competition); Tommy Gelbman (litigation); Lynne Lacoursière and Shaun Parker (labour & employment); and Paul Seraganian (US tax). South32 was also represented in the State of Arizona by Perkins Coie LLP with a team led by Christopher Thomas (environmental). 

Davies Ward Phillips & Vineberg LLP acted as lead counsel to Arizona Mining with a team comprised of: Peter Hong, Jennifer Grossklaus, Gilles Comeau and Evan Kenyon (M&A); Paul Lamarre and Gregg Benson (tax); and Jim Dinning (competition). Farris, Vaughan, Wills & Murphy LLP acted as special counsel to Arizona Mining in the Province of British Columbia with a team comprised of: Jay Sujir, Lyndsay Schooley and Verlee Webb (corporate); and Teresa Tomchak (litigation). Arizona Mining was also represented in the State of Arizona by Fennemore Craig, P.C. with a team led by Sarah Strunk (corporate) and Dawn Meidinger (regulatory).