SOLTORO LTD. ANNOUNCES ACQUISITION BY AGNICO EAGLE MINES LMITED
Soltoro Ltd. (TSX-V:SOL) (“Soltoro”) has entered into a definitive agreement on April 10, 2015 (the “Agreement”) with Agnico Eagle Mines Limited (NYSE:AEM, TSX:AEM) (“Agnico Eagle”), pursuant to which Agnico Eagle will acquire 100% of Soltoro’s issued and outstanding common shares, including shares issuable upon the exercise of outstanding options and warrants for total consideration of approximately C$31.6 million or approximately C$0.325 per Soltoro common share (based on Agnico Eagle’s volume-weighted average price per share on the TSX for the five trading days ended April 9, 2015). Soltoro shareholders will be entitled to receive, in respect of each Soltoro common share held, 0.00793 of an Agnico Eagle common share, C$0.01 in cash and one common share valued at C$0.02 per share of a company to be newly formed and spun off to Soltoro’s shareholders under the proposed arrangement (“SpinCo”). The transaction will proceed by plan of arrangement (the “Arrangement”) under the Canada Business Corporations Act.
The special meeting of shareholders and other securityholders to approve the transaction will be held at 9:00 a.m (Toronto time) on June 4, 2015 at the offices of WeirFoulds LLP at Suite 4100, 66 Wellington Street West, Toronto-Dominion Centre, Toronto, Ontario.
The offer represents a premium of approximately 51% to the volume weighted average price of Soltoro common shares on the TSX Venture Exchange (the “TSXV”) for the 20 day period ended April 9, 2015 and a premium of 55% to the last trading day prior to the announcement of the transaction.
As a result of the transaction, Agnico Eagle will acquire the El Rayo, El Tecolote, La Tortuga, San Pedro and Quila exploration projects held by Soltoro in the state of Jalisco, Mexico. Soltoro will transfer to SpinCo the assets and related liabilities associated with the Gavilan, El Santuario and Chinipas exploration properties currently held by Soltoro that are located outside of the state of Jalisco, Mexico. SpinCo will initially be capitalized with approximately C$2.0 million in cash contributed by Agnico Eagle. The SpinCo shares to be received by Soltoro shareholders will not be listed on any stock exchange and will not be eligible investments for RRSPs or other registered plans under the Income Tax Act (Canada).
Please refer to our News Section for a more detailed description of the special meeting details.