12/18/2011 07:53 EST | Updated 02/17/2012 05:12 EST

Eldorado Gold Corp. makes $2.5B all-stock bid for European Goldfields Ltd.

VANCOUVER - Eldorado Gold Corp. has struck a friendly $2.5 billion takeover bid for European Goldfields Ltd., a Yukon-based gold miner with projects in Greece, Romania and Turkey.

Under the agreement, announced by both companies Sunday, shareholders of European Goldfields (TSX: EGU) will receive 0.85 Eldorado shares and a tiny cash amount — one hundredths of a cent per share.

The transaction values European Goldfields at about C$13.08 a share, or $2.5 billion, based on the closing price of Eldorado shares on the Toronto Stock Exchange on Friday.

The board of European Goldfields is "unanimously" recommending shareholders vote in favour of the proposed transaction.

Eldorado's president and CEO Paul Wright said the deal represents a strategic and compelling value tto shareholders of both companies as well as other stakeholders in Greece.

"Eldorado's proven track record of mine operations and focus on delivering value to investors will ensure a profitable future for the combined company," Wright said in a statement.

Eldorado is based in Vancouver but has operations around the world.

Sunday's friendly merger continues a consolidation trend in the gold mining industry as smaller companies merge to take advantage of high gold prices and to help finance new development projects around the world.

The president of European Goldfields Martyn Konig said the proposed deal offers excellent value to shareholders through an immediate premium, reduced execution risk, and future upside.

Konig also said that the deal is good news for Greece as the project will help support employment and contribute to the economic recovery of the country.

The announcement comes just days before shareholders of European Goldfields were to vote on a deal the company signed in October with Qatar Holding LLC to help finance its Skouries and Olympias gold projects in Greece.

Under that agreement, the company obtained a US$600-million seven-year senior secured loan and issued Qatar Holding 40.4 million warrants for shares in the company with a strike price of $9.08.

Qatar Holding also bought 18.2 million European Goldfields shares from Aktor Construction International Ltd. and Dimitrios Koutras for $10 per share and signed a call option agreement for an additional 9.4 million shares at $13 per share. Aktor holds a 12.2 per cent stake in European Goldfields, while Koutras holds roughly three per cent.

Its shareholders were to vote on the deal On Dec. 22.

European Goldfields said it will adjourn that meeting until after Eldorado and European Goldfields shareholders vote on the friendly merger.

European Goldfields owns 95 per cent of the Stratoni lead, zinc and silver mine in northeastern Greece. The company also has gold and base metal deposits at Skouries and Olympias in Greece and Certej in Romania.

Eldorado is a gold producer and developer with operations in Brazil, China, Greece, and Turkey and surrounding regions.