Fairvest, Canada's Leading Independent Proxy Advisory Firm, Reverses Wheaton River Recommendation
June 04 2004 - 11:56AM
PR Newswire (US)
Fairvest, Canada's Leading Independent Proxy Advisory Firm,
Reverses Wheaton River Recommendation Now Recommends Wheaton River
Stockholders Vote Against IAMGOLD-Wheaton River Plan of Arrangement
COEUR D'ALENE, Idaho, June 4 /PRNewswire-FirstCall/ -- Coeur
d'Alene Mines Corporation (NYSE:CDE) today announced that Fairvest,
Canada's leading independent proxy advisory firm and an affiliate
of Institutional Shareholder Services (ISS), today reversed its
previous recommendation to stockholders of Wheaton River Minerals
Ltd. (TSX: WRM, Amex: WHT). Fairvest now recommends that Wheaton
River stockholders vote AGAINST the proposed Wheaton River- IAMGOLD
Corporation (TSX: IMG, Amex: IAG) plan of arrangement at the
Special Meeting of Wheaton River Stockholders scheduled to be held
on Tuesday, June 8, 2004. Fairvest, an ISS company, recommendations
are relied upon by hundreds of major institutional investment
firms, mutual funds, and other fiduciaries throughout the Canada,
U.S. and the world. Dennis E. Wheeler, Chairman and Chief Executive
Officer of Coeur d'Alene, said, "We are very pleased that Fairvest,
an ISS company, reversed its previous decision and now recommends
that Wheaton River stockholders vote AGAINST the proposed
IAMGOLD-Wheaton River plan of arrangement. We believe today's
decision recognizes that Coeur's revised proposal represents a
significant premium to the IAMGOLD transaction. Wheaton River
stockholders should act now and send a strong message to the
Wheaton River Board that they want the opportunity to consider
Coeur's superior merger proposal." Fairvest, in its June 4th
report, noted that Coeur's revised merger proposal represents a
premium of 16% based on closing prices of Coeur's and Wheaton
River's shares on June 2, 2004. Coeur noted that prior to
Fairvest's June 4th recommendation, Fairvest had acknowledged that
"a sweetened offer" of approximately 10-12% by Coeur would
necessitate a review and possible revision of its previous
recommendation. Mr. Wheeler called upon the Wheaton River Board to
either postpone the June 8 Special Meeting or waive today's early
cutoff of 11:00 am ET to submit proxy votes for the meeting. "We
understand that this is the traditional practice to waive the
deadline and we call upon the Wheaton River Board to make a public
announcement immediately to this effect," added Mr. Wheeler. In
today's report recommending Wheaton River stockholders to now vote
AGAINST the IAMGOLD transaction, Fairvest noted: "We recommend
opposing the Wheaton merger on the basis that it imposes a deadline
that precludes shareholders from exploring the benefits of another
legitimate and possibly superior proposal." "We believe that
shareholders need more time and information on the two options.
With the deadline looming so close, we believe that the Wheaton
board should be working to get more time for shareholders to
evaluate their options." * Permission to use quotations was neither
sought nor obtained. CIBC World Markets Inc. is acting as financial
advisor to Coeur. Gibson, Dunn & Crutcher LLP and Stikeman
Elliott LLP are acting as legal counsel to Coeur. Coeur d'Alene
Mines Corporation is the world's largest primary silver producer,
as well as a significant, low-cost producer of gold. The Company
has mining interests in Nevada, Idaho, Alaska, Argentina, Chile and
Bolivia. Cautionary Statement The United States Securities and
Exchange Commission permits mining companies, in their filings with
the SEC, to disclose only those mineral deposits that a company can
economically and legally extract or produce. We use the term
"resource" in this press release which the SEC guidelines strictly
prohibit us from including in our filings with the SEC. Investors
are urged to consider closely the disclosure in our Form 10-K for
the year ended December 31, 2003 and Form 10-Q for the quarter
ended March 31, 2004. You can review and obtain copies of that
filing from the SEC website at http://www.sec.gov/edgar.html. This
document contains numerous forward-looking statements relating to
the Company's silver and gold mining business. The United States
Private Securities Litigation Reform Act of 1995 provides a "safe
harbor" for certain forward-looking statements. Such
forward-looking statements include the statements above as to the
impact of the proposed acquisition on both the combined entity and
the Company's stockholders. Such statements are subject to numerous
assumptions and uncertainties, many of which are outside the
Company's control. These include negotiation and completion of a
formal transaction agreement, governmental regulatory processes,
the Company's ability to successfully integrate the operations of
Wheaton River, assumptions with respect to future revenues,
expected mining program performance and cash flows and the outcome
of contingencies. Operating, exploration and financial data, and
other statements in this document are based on information the
company believes reasonable, but involve significant uncertainties
as to future gold and silver prices, costs, ore grades, estimation
of gold and silver reserves, mining and processing conditions, the
completion and/or updating of mining feasibility studies, changes
that could result from the Company's future acquisition of new
mining properties or businesses, the risks and hazards inherent in
the mining business (including environmental hazards, industrial
accidents, weather or geologically related conditions), regulatory
and permitting matters, risks inherent in the ownership and
operation of, or investment in, mining properties or businesses in
foreign countries, as well as other uncertainties and risk factors
set out in the Company's filings from time to time with the SEC,
including, without limitation, the Company's reports on Form 10-K
and Form 10-Q. Actual results and timetables could vary
significantly from the estimates presented. Readers are cautioned
not to put undue reliance on forward-looking statements. The
Company disclaims any intent or obligation to update publicly these
forward-looking statements, whether as a result of new information,
future events or otherwise. This communication is neither an offer
to purchase nor a solicitation of an offer to sell shares of
Wheaton River or Coeur. This communication is not a solicitation of
a proxy from any security holder of Coeur d'Alene Mines Corporation
or Wheaton River Minerals Ltd. If a transaction is agreed upon or
an offer commenced, Coeur will file a proxy statement/prospectus
and any other relevant documents concerning the proposed
transaction with Wheaton River with the SEC and the securities
commissions or equivalent regulatory authorities in Canada. YOU ARE
URGED TO READ ANY SUCH PROXY STATEMENT/PROSPECTUS IF AND WHEN IT
BECOMES AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS IF AND WHEN
FILED WITH THE SEC AND THE SECURITIES COMMISSIONS OR EQUIVALENT
REGULATORY AUTHORITIES IN CANADA BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION. You will be able to obtain any such proxy
statement/prospectus (if and when it becomes available) and any
other documents filed with the SEC free of charge at the SEC's
website, http://www.sec.gov/. In addition, you may obtain the proxy
statement/prospectus (if and when it becomes available) and the
other documents filed by Coeur with the SEC by requesting them in
writing from, 400 Coeur d'Alene Mines Building, 505 Front Avenue,
Coeur d'Alene, Idaho 83814, Attn: Investor Relations, tel: (208)
667-3511. DATASOURCE: Coeur d'Alene Mines Corporation CONTACT:
James A. Sabala, Chief Financial Officer, +1-208-769-8152, or
Mitchell J. Krebs, Vice President Of Corporate Development,
+1-773-255-9808; or Joele Frank or Judith Wilkinson of Joele Frank,
Wilkinson Brimmer Katcher, +1-212-355-4449; or Dan Burch or Steve
Balet of MacKenzie Partners, Inc., +1-212-929-5500, all for Coeur
d'Alene Mines Corporation
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