First Majestic Silver Corp.
Acquisition by Plan of Arrangement
We acted as counsel to First Majestic Silver Corp. in respect of the acquisition of Silvermex Resources Inc., a silver mining company listed on the Toronto Stock Exchange, which closed in July 2012. The transaction was effected pursuant to a plan of arrangement under the Business Corporations Act (British Columbia) pursuant to which First Majestic acquired all of the issued and outstanding common shares of Silvermex in exchange for common shares of First Majestic at a ratio of .0355 common shares of First Majestic and $0.0001 in cash for each common share of Silvermex. Options of Silvermex were exchanged for First Majestic shares with a value equal to the in-the-money value of the options. Warrants of Silvermex were exchanged for First Majestic shares with a value equal to the in-the-money value of the warrants, or were exchanged for replacement warrants of First Majestic, at the election of the holder.
Based on the closing price of First Majestic’s common shares on June 29, 2012, the last trading date prior to closing of the transaction, the common shares of First Majestic issued under the transaction were valued at approximately $140 million.
First Majestic is a producing silver company with four active producing mines in México and a fifth project in the development stage. The shares of First Majestic are listed on the Toronto Stock Exchange under the symbol “FR” and on the New York Stock Exchange under the symbol “AG”.