Titan Minerals Ltd. and Core Gold Inc. agreed to enter into exclusive takeover talks over their previously announced merger, according to a March 11 news release.
The parties agreed to terminate a go-shop period in which Core Gold was permitted to solicit superior proposals and increase the break fee payable to Titan to C$3 million from C$500,000.
Titan's consent will also be required for any disposal of noncore assets by Core Gold and any private placement of Core Gold's shares over US$8 million.
Titan also agreed to purchase 9,151,363 shares of Core Gold on a private-placement basis at 44 Canadian cents per share for total proceeds of about US$3 million.
When the private placement is complete, expected by March 29, Titan will hold about 5.7% of Core Gold shares.
Core Gold intends to use the proceeds for expenditure related to repaying government payables, annual concessions payments and for general working capital purposes.