Rio Alto Mining acquires Sulliden Gold

Sulliden Gold Corporation Ltd., a Canadian-based development stage mining company, was acquired by Rio Alto Mining Limited for $377 million by way of a court-approved plan of arrangement.

The acquisition combines Rio Alto's La Arena gold oxide mine and adjoining sulphide copper-gold deposit in Peru with Sulliden's Shahuindo gold development project located in Cajabamba in northern Peru.

The arrangement also included a spin-off of Sulliden's 100 per cent interest in the East Sullivan Property to a newly incorporated company listed on the TSX called Sulliden Mining Capital Inc., and approximately $25 million in cash.

Pursuant to the agreement, a total of 151,694,886 common shares were issued. Rio Alto, a Canadian-based resource company, acquired each outstanding Sulliden common share for 0.525 of a Rio Alto common share. The exchange ratio represents consideration to Sulliden shareholders of $1.31 per Sulliden common share based on the closing price of Rio Alto common shares of $2.49 per share.

Upon completion of the transaction, Rio Alto shareholders and Sulliden shareholders owned approximately 52 per cent and 48 per cent, respectively, of the outstanding Rio Alto common shares, on a basic basis. Sulliden's shares will cease trading and will be delisted from the TSX, BVL and the OTCQX.

Rio Alto was represented by Davis LLP with a team led by Daniel Kenney and included Cherry Jiang, Prasad Taksal, Matthew Pollock and Marek Lorenc (securities and M&A) and Paul Lailey (taxation).

Cassels Brock & Blackwell LLP acted as counsel for Sulliden with a team led by André Boivin and John Vettese (securities and mining) and including Myroslav Chwaluk, Joyce Lim and Anita Kim (securities); Paul Carenza (taxation), Robert Cohen (advocacy) and Michael Lungu (corporate and mining).


André Boivin Cherry Jiang Robert B. Cohen Paul S. Carenza John P. Vettese Daniel E. Kenney Myroslav Chwaluk Paul D. Lailey


DLA Piper (Canada) LLP Cassels Brock & Blackwell LLP