VANCOUVER,
10, 2014
INC
increase its previously-announced offer to acquire all of the outstanding
common shares of
(TSX: OSK,
share for a total consideration of approximately
(the “Offer”).
Osisko shareholders who
tender to the offer will be entitled to receive 0.17 of a
common share plus an increase in the cash portion of the Offer to a total of
for each Osisko common share. The Offer represents a premium to the
closing price of Osisko on
to the other proposal.
“The recent completion
of our due diligence process has confirmed the technical and financial merits
of our decision to acquire Osisko,” said
President and Chief Executive Officer. “We also remain excited about
the opportunity to significantly expand our presence in Quebec.
increased offer represents straightforward and superior value for Osisko
shareholders, while ensuring accretion on key per-share metrics for
shareholders. Osisko shareholders will retain continued exposure to a
consolidated and unencumbered interest in the Canadian Malartic gold mine and
will participate in
growing portfolio of world-class assets. The choice is clear for Osisko’s
shareholders.”
The Offer will be modified
such that the minimum tender condition will be satisfied if 50.1% or more of
the outstanding Osisko common shares (on a fully diluted basis) have been
validly deposited prior to the expiry of the Offer, which will be extended to
p.m. EDT
expects to be in position to take up and pay at the expiration of the Offer.
The Offer is being made by
means of, and subject to, the terms and conditions set out in the Offer and
Circular filed on
Extension and Variation that will be filed with Canadian provincial regulators
and sent by
shareholders. The full details of
offer for Osisko are set out in the takeover bid circular (the
“Circular”) and related documents that were filed by
with the Canadian provincial securities regulators and are available for review
on
profile at www.sedar.com.
encourages securityholders of Osisko to read the full details of the offer set
forth in the Circular, which contains the full terms and conditions of the
offer and other important information, as well as detailed instructions on how
Osisko shareholders can tender their Osisko shares to the offer. For assistance
in depositing Osisko shares to the offer, Osisko shareholders should contact
the Depositary,
toll free in
or at 416-682-3860 outside of
America
or the Information Agent,
for all banks and brokerage firms or at 1-800-290-6431 toll-free for all others
or by email at [email protected].
For additional information
on
please visit the Company’s website at www.goldcorp.com.
About
is one of the world’s fastest growing senior gold producers. Its low-cost gold
production is located in safe jurisdictions in the
and remains 100% unhedged.
Cautionary Note
Regarding Forward Looking Statements
This press release contains
“forward-looking statements” and “forward-looking
information” within the meaning of the
amended, the US Exchange Act, as amended, and
United States
with the intention of obtaining the benefits of the “safe harbour”
provisions of such laws and applicable Canadian securities Laws concerning the
proposed transaction and the business, operations and financial performance and
condition of
and
Forward-looking statements
include, but are not limited to, statements with respect to the anticipated
timing, mechanics, completion and settlement of the formal offer (the
“Offer”) to acquire all of the outstanding common shares of Osisko,
the market for and listing of the common shares of
the value of the common shares of
received as consideration under the Offer, the ability of
to complete the transactions contemplated by the Offer, reasons to accept the
Offer, the purpose of the Offer. Generally, these forward-looking
statements can be identified by the use of forward-looking terminology such as
“plans”, “expects”, “is expected”,
“budget”, “scheduled”, “estimates”,
“forecasts”, “intends”, “anticipates”, or “believes”,
or the negative of these terms or other variations of these terms or variations
of such words and phrases or state that certain actions, events or results
“may”, “could”, “would”, “should”,
“might”, “seeks” or “will”, “occur” or
“be achieved” or the negative of these terms or other variations of
these terms or comparable language, or by discussion of strategy or intentions.
Forward-looking statements
are made based upon certain assumptions and other important factors that could
cause
results, performance or achievements to be materially different from future
results, performances or achievements expressed or implied by such statements.
Such statements and information are based on numerous assumptions regarding
present and future business strategies and the environment in which
will operate in the future, including that
will be successful in acquiring 100% of the issued and outstanding common
shares of Osisko, that all required third party regulatory and governmental
approvals to the transaction will be obtained and all other conditions to
completion of the transaction will be satisfied or waived, the price of gold
and silver, anticipated costs and the ability to achieve goals. Many of these
assumptions are based on factors and events that are not within the control of
and there is no assurance they will prove to be correct. Although
believes its expectations are based upon reasonable assumptions and has
attempted to identify important factors that could cause actual actions, events
or results to differ materially from those described in forward-looking
statements, there may be other factors that cause actions, events or results
not to be as anticipated, estimated or intended.
The foregoing factors are
not intended to represent a complete list of the factors that could affect
and the acquisition of Osisko by Goldcorp. Additional factors are noted
elsewhere in the Offer and Circular dated
has been filed under Osisko’s profile on www.sedar.com
and in the documents incorporated by reference therein.
does not intend or undertake to publically update any forward-looking
statements, whether as a result of new information, future events or otherwise,
except in accordance with applicable securities laws. Any forward-looking
statements of facts related to Osisko discussed or disclosed herein are derived
from Osisko’s publicly filed documents or records.
This press release does not
constitute an offer to buy or an invitation to sell, or the solicitation of an
offer to buy or invitation to sell, any securities of
or Osisko. Such an offer may only be made pursuant to an offer and take-over
bid circular
to file with the Canadian securities regulators and pursuant to registration or
qualification under the securities laws of any other such jurisdiction.
SOURCE
Inc.
Jeff
Wilhoit
Vice President, Investor Relations
Goldcorp Inc.
Telephone: (604) 696-3074
Fax: (604) 696-3001
E-mail: [email protected]
website: www.goldcorp.com
