VANCOUVER, June
20, 2017 /PRNewswire/ - GOLDCORP INC.
(TSX: G, NYSE: GG) ("Goldcorp" or the "Offeror")
today announced that as at the expiry time of the mandatory
extension period, being 5:00 p.m.
(Toronto Time) on June 20, 2017, an
additional 2,435,950 common shares ("Exeter Shares") of Exeter Resource
Corporation ("Exeter"),
representing approximately 2.6% of the issued and
outstanding Exeter Shares (on a non-diluted basis), had been
tendered to the Goldcorp offer (the "Offer") to acquire all
of the issued and outstanding Exeter Shares. Together with the
previously announced 74,992,886 Exeter Shares acquired by Goldcorp
under the Offer, this represents a total acquisition by Goldcorp
of 77,428,836 Exeter Shares, or approximately
82.5% of the outstanding Exeter Shares (on a
non-diluted basis). Goldcorp will also acquire an additional
645,448 Exeter Shares deposited under the procedures for notices of
guaranteed delivery in respect of the Offer, which together with
all other Exeter Shares deposited under the Offer will result in a
total acquisition of 78,074,284 Exeter Shares representing
approximately 83.2% of the outstanding Exeter Shares (on a
non-diluted basis). The Offer has now expired in accordance with
its terms.
CST Trust Company (the "Depositary")
has reported that as at 5:00 p.m.
(Toronto time) on
June 20, 2017, the
expiry of the mandatory extension period of the Offer, a total
of 2,435,950 Exeter Shares had been validly
deposited and immediately taken up under the Offer during the
mandatory extension period, which represents
2.6% of the total number of Exeter Shares outstanding,
excluding those beneficially owned, or over which control or
direction is exercised, by the Offeror and its affiliates and
associates and any person acting jointly or in concert with the
Offeror. During the mandatory extension period, all
deposited Exeter Shares were immediately taken up and paid for.
If Exeter
Shares were tendered through brokers or
financial intermediaries, holders of such Exeter Shares will receive
payment for their shares through their broker or
financial intermediary.
Goldcorp now intends to move forward with a
subsequent acquisition transaction to acquire the remaining
Exeter Shares
not tendered to the Offer, which would include causing
a special meeting of Exeter shareholders to be called
to consider a statutory plan of arrangement.
Details of the subsequent acquisition transaction will be announced
in due course. In connection with the subsequent
acquisition transaction, Exeter
would send to its shareholders and file with Canadian securities
regulatory authorities and furnish to the Securities
and Exchange Commission (the "SEC") a proxy circular
relating to the subsequent acquisition transaction (the "Proxy
Circular"). This news release is not a substitute for the
Proxy Circular or any other documents filed with the SEC by
Exeter or
Goldcorp. EXETER SHAREHOLDERS AND OTHER INTERESTED
PARTIES ARE URGED TO READ THESE DOCUMENTS, ALL DOCUMENTS
INCORPORATED BY REFERENCE, ALL OTHER APPLICABLE DOCUMENTS AND ANY
AMENDMENTS OR SUPPLEMENTS TO ANY SUCH DOCUMENTS BECAUSE EACH WILL
CONTAIN IMPORTANT INFORMATION ABOUT GOLDCORP, EXETER AND THE SUBSEQUENT ACQUISITION
TRANSACTION. Materials filed
with the Canadian securities regulatory authorities are available
electronically on SEDAR at www.sedar.com. Materials filed with the
SEC are available electronically without charge at the SEC's
website at www.sec.gov. Documents may also be obtained free
of charge from the Information Agent, Kingsdale Advisors at
1-866-851-2743 or by contacting the Corporate Secretary of Goldcorp
at 3400-666 Burrard Street, Vancouver,
B.C. Canada V6C 2X8 (604)
696-3000.
Following the completion of the subsequent acquisition
transaction, Goldcorp intends to cause Exeter to apply to the Toronto Stock Exchange
(the "TSX"), the New York Stock Exchange Market ("NYSE
MKT") and the Börse Frankfurt
(Frankfurt Stock Exchange) to delist the Exeter Shares from the
TSX, NYSE MKT and Frankfurt Stock Exchange, respectively, and if
permitted by applicable law, cause Exeter to cease to be a reporting issuer (or
equivalent) under applicable Canadian and United States securities
laws.
An early warning report will be filed on SEDAR
at www.sedar.com under Exeter's
profile. In order to obtain a copy of the early warning report,
please contact Randall Chatwin, Assistant General Counsel
at Goldcorp, at telephone number: 604-696-3000.
This press release does not constitute an offer to sell or
the solicitation of an offer to buy any securities of Goldcorp or
Exeter.
Any questions relating to the subsequent acquisition
transaction can be directed to:
CST Trust Company:
|
|
North American Toll Free:
|
1-800-387-0825
|
Outside North America, Banks and Brokers Call
Collect:
|
416-682-3860
|
Email:
|
inquiries@canstockta.com
|
Kingsdale Advisors:
|
|
North American Toll Free:
|
1-866-851-2743
|
Outside North America, Banks and Brokers Call
Collect:
|
416-867-2271
|
Email:
|
contactus@kingsdaleadvisors.com
|
TD Securities Inc.
|
|
Telephone:
|
604-654-3332
|
Facsimile:
|
604-654-3671
|
About Goldcorp
Goldcorp is a senior gold producer focused on responsible
mining practices with safe, low-cost production from a high-quality
portfolio of mines.
Cautionary Note Regarding Forward Looking
Statements
This press release contains "forward-looking statements"
within the meaning of Section 27A of the United States Securities
Act of 1933, as amended, Section 21E of the United States Exchange
Act of 1934, as amended, the United States Private Securities
Litigation Reform Act of 1995, or in releases made by the United
States Securities and Exchange Commission, all as may be amended
from time to time, and "forward-looking information" under the
provisions of applicable Canadian securities legislation,
concerning the business, operations and financial performance and
condition of Goldcorp. Forward-looking statements include, but are
not limited to, statements with respect to the anticipated benefits
of the acquisition of Exeter to
Goldcorp, the number of Goldcorp shares to be issued, timing
and anticipated take-up and payment, the ability of Goldcorp to
complete any compulsory acquisition or subsequent acquisition
transaction, the development of the Caspiche project, the future
price of gold, silver, copper, lead and zinc, the estimation of
Mineral Reserves (as defined below) and Mineral Resources (as
defined below), the realization of Mineral Reserve estimates, the
timing and amount of estimated future production, costs of
production, targeted cost reductions, capital expenditures, free
cash flow, costs and timing of the development of new deposits,
success of exploration activities, permitting time lines, hedging
practices, currency exchange rate fluctuations, requirements for
additional capital, government regulation of mining operations,
environmental risks, unanticipated reclamation expenses, timing and
possible outcome of pending litigation, title disputes or claims
and limitations on insurance coverage. 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" , "believes", or variations or comparable
language of such words and phrases or statements that certain
actions, events or results "may", "could", "would", "should",
"might" or "will be taken", "occur" or "be achieved" or the
negative connotation thereof.
Forward-looking statements are necessarily based upon a
number of factors and assumptions that, if untrue, could cause the
actual results, performances or achievements of Goldcorp 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 Goldcorp will operate in the future, including
the price of gold, anticipated costs and ability to achieve goals.
In respect of the forward-looking statements concerning the
anticipated completion of the proposed Offer and the anticipated
timing for completion of the Offer, Goldcorp has provided them in
reliance on certain assumptions that they believe are reasonable at
this time. Certain important factors that could cause actual
results, performances or achievements to differ materially from
those in the forward-looking statements include, among others, gold
price volatility, discrepancies between actual and estimated
production, Mineral Reserves and Mineral Resources and
metallurgical recoveries, mining operational and development risks,
litigation risks, regulatory restrictions (including environmental
regulatory restrictions and liability), changes in national and
local government legislation, taxation, controls or regulations
and/or change in the administration of laws, policies and
practices, expropriation or nationalization of property and
political or economic developments in Canada, the United
States and other jurisdictions in which the Company does or
may carry on business in the future, delays, suspension and
technical challenges associated with capital projects, higher
prices for fuel, steel, power, labour and other consumables,
currency fluctuations, the speculative nature of gold exploration,
the global economic climate, dilution, share price volatility,
competition, loss of key employees, additional funding requirements
and defective title to mineral claims or property. Although
Goldcorp 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.
Forward-looking statements are subject to known and
unknown risks, uncertainties and other important factors that may
cause the actual results, level of activity, performance or
achievements of Goldcorp to be materially different from those
expressed or implied by such forward-looking statements, including
but not limited to: the risk that the transaction or any compulsory
acquisition or subsequent acquisition transaction may not close
when planned or at all or on the terms and conditions set forth in
the Offer to Purchase; the benefits expected from the Offer not
being realized; risks related to the integration of acquisitions;
risks related to international operations, including economic and
political instability in foreign jurisdictions in which Goldcorp
operates; risks related to current global financial conditions;
risks related to joint venture operations; actual results of
current exploration activities; actual results of current
reclamation activities; environmental risks; conclusions of
economic evaluations; changes in project parameters as plans
continue to be refined; future prices of gold, silver, copper, lead
and zinc; possible variations in ore reserves, grade or recovery
rates; failure of plant, equipment or processes to operate as
anticipated; mine development and operating risks; accidents,
labour disputes and other risks of the mining industry; risks
associated with restructuring and cost-efficiency initiatives;
delays in obtaining governmental approvals or financing or in the
completion of development or construction activities; risks related
to the integration of acquisitions; risks related to indebtedness
and the service of such indebtedness, as well as those factors
discussed in the section entitled "Description of the Business –
Risk Factors" in Goldcorp's most recent annual information
form available on SEDAR at www.sedar.com and on EDGAR at
www.sec.gov. Although Goldcorp has attempted to identify important
factors that could cause actual results to differ materially from
those contained in forward-looking statements, there may be other
factors that cause results not to be as anticipated, estimated or
intended. There can be no assurance that such statements will prove
to be accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on forward-looking
statements. Forward-looking statements are made as of the date
hereof and, accordingly, are subject to change after such date.
Except as otherwise indicated by Goldcorp, these statements do not
reflect the potential impact of any non-recurring or other special
items or of any disposition, monetization, merger, acquisition,
other business combination or other transaction that may be
announced or that may occur after the date hereof. Forward-looking
statements are provided for the purpose of providing information
about management's current expectations and plans and allowing
investors and others to get a better understanding of Goldcorp's
operating environment. Goldcorp does not intend or undertake to
publicly update any forward-looking statements that are included in
this document, whether as a result of new information, future
events or otherwise, except in accordance with applicable
securities laws.
SOURCE Goldcorp Inc.