April 16 (Reuters) - Canadian miner McEwen Mining ( MUX )

entered into a deal to acquire all outstanding shares

of Timberline Resources ( TLRS ) that it doesn't already own,

the companies said on Tuesday.

McEwen currently owns 6.25 million Timberline shares, or

around 3.3% of the company, along with 6.25 million warrants.

Excluding existing ownership, McEwen, which has operations

in Nevada, Canada, Mexico and Argentina, expects to issue around

1.84 million shares on closing for a transaction value of $18.8

million.

Timberline shareholders will receive 0.01 of a share of

McEwen's common stock for each Timberline share held,

representing a value of $0.102 per Timberline share, or a

premium of 132%, the companies said.

Timberline Resources ( TLRS ), a Nevada based exploration company

focused on gold and copper discoveries, would be required to pay

McEwen a termination fee of $400,000 if it terminates the

agreement.