Kinross completes acquisition of Great Bear Resources
February 24 2022 - 8:30AM
Kinross Gold Corporation (TSX:K; NYSE:KGC) (the “Company”) is
pleased to announce today that it has completed the previously
announced plan of arrangement (the “Arrangement”) to acquire all of
the issued and outstanding shares of Great Bear Resources
Ltd. (“Great Bear”).
“The closing of the acquisition of Great Bear
Resources represents a milestone for Kinross as we advance our
future growth strategy. We are excited to add such a high-quality
asset in a top mining jurisdiction to our global portfolio,” said
J. Paul Rollinson, Kinross Gold President and CEO. “Our exploration
and development strategy will start immediately, including our goal
of drilling 200,000 metres this year. We aim to further define the
asset’s untapped potential and unlock the significant value we see
from its numerous avenues for growth. We also look forward to
working with the Wabauskang and Lac Seul First Nations and local
communities as we advance our development strategy.”
Under the terms of the Arrangement, Great Bear
shareholders were provided the right to elect to receive C$29.00 in
cash for each Great Bear common share (“Great Bear Share”) or
3.8564 Kinross common shares (“Kinross Share”) per Great Bear
Share, both subject to pro-ration to a maximum cash consideration
of approximately US$1.1 billion (C$1.4 billion) and a maximum of
80,773,353 Kinross Shares. Based on valid elections received by the
election deadline, Great Bear shareholders who elected (or who were
deemed to elect) to receive cash were subject to pro-ration and
will receive approximately C$25.80 in cash and approximately 0.4257
Kinross Shares per Great Bear Share. Great Bear shareholders who
elected to receive the shares were not subject to pro-ration.
The Arrangement also includes a payment of
contingent consideration in the form of one contingent value right
(CVR) per Great Bear Share that may be exchanged for 0.1330 of a
Kinross Share per Great Bear Share. The contingent consideration
will be payable in connection with Kinross’ public announcement of
commercial production at the Dixie project, provided that a
cumulative total of at least 8.5 million gold ounces of mineral
reserves and measured and indicated mineral resources are
disclosed. The CVRs are transferable and have a term of 10
years.
In aggregate, Kinross will pay approximately
C$1.35 billion in cash and issue approximately 49.3 million
Kinross shares and approximately 59.3 million CVRs to Great Bear
securityholders under the Arrangement. Subsequent to December 31,
2021, Kinross drew down US$1.1 billion from its US$1.5 billion
revolving credit facility to finance the cash portion of the
Arrangement.
The shares of Great Bear are expected to be
delisted from the TSX Venture Exchange at market close on February
25, 2022. Following the delisting, Kinross intends to apply for
Great Bear to cease to be a reporting issuer under applicable
Canadian securities laws.
About Kinross Gold Corporation
Kinross is a Canadian-based senior gold mining
company with mines and projects in the United States, Brazil,
Russia, Mauritania, Chile and Ghana. Our focus is on delivering
value based on the core principles of operational excellence,
balance sheet strength, disciplined growth and responsible mining.
Kinross maintains listings on the Toronto Stock Exchange (symbol:K)
and the New York Stock Exchange (symbol:KGC).
Media Contact Louie DiazVice-President,
Corporate Communicationsphone:
416-369-6469louie.diaz@kinross.com
___________________________________________________________________
Investor Relations ContactChris Lichtenheldt
Vice-President,
Investor
Relations phone:
416-365-2761 chris.lichtenheldt@kinross.com
Cautionary statement on forward-looking
information
All statements, other than statements of
historical fact, contained in this news release, including any
information as to the future financial or operating performance of
Kinross, constitute “forward-looking information” or
“forward-looking statements” within the meaning of certain
securities laws, including the provisions of the Securities Act
(Ontario) and the “safe harbor” provisions under the United States
Private Securities Litigation Reform Act of 1995 and are based on
the expectations, estimates and projections of management as of the
date of this news release, unless otherwise stated. Forward-looking
statements contained in this presentation include, without
limitation, statements with respect to: the successful
implementation and overall effectiveness of the Company’s future
growth strategy; the Company’s ability to both define any further
potential in the asset and to unlock significant value from its
potential; the ability of the Company to successfully execute its
exploration and development strategy, including meeting its
drilling goals for 2022; and that the shares of Great Bear will be
successfully delisted from the TSX Venture Exchange. The words
“advance”, “aim”, “goal”, “expect”, “potential”, or variations of
or similar such words and phrases or statements that certain
actions, events or results may, could, should or will be achieved,
received or taken, or will occur or result and similar such
expressions identify forward-looking statements. Forward-looking
statements are, necessarily, based upon a number of estimates and
assumptions that, while considered reasonable by Kinross as of the
date of such statements, are inherently subject to significant
business, economic and competitive uncertainties and contingencies.
There can be no assurance that forward-looking statements will
prove to be accurate, as actual results and future events could
differ materially from those anticipated in such statements.
Forward-looking statements are provided for the purpose of
providing information about management’s expectations and plans
relating to the future. All of the forward-looking statements made
in this news release are qualified by this cautionary statement and
those made in our other filings with the securities regulators of
Canada and the United States including, but not limited to, the
cautionary statements made in the “Risk Analysis” section of our
MD&A for the year ended December 31, 2021 and the Annual
Information Form dated March 30, 2021. These factors are not
intended to represent a complete list of the factors that could
affect Kinross. Kinross disclaims any intention or obligation to
update or revise any forward-looking statements or to explain any
material difference between subsequent actual events and such
forward-looking statements, except to the extent required by
applicable law.
Source: Kinross Gold Corporation
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