Coeur Commences Mailing of Tender Offer to Acquire All Outstanding Shares of Wheaton River
July 13 2004 - 8:39AM
PR Newswire (US)
Coeur Commences Mailing of Tender Offer to Acquire All Outstanding
Shares of Wheaton River COEUR D'ALENE, Idaho, July 13
/PRNewswire-FirstCall/ -- Coeur d'Alene Mines Corporation
(NYSE:CDE) today announced that it has commenced mailing its tender
offer documents to the shareholders of Wheaton River Minerals Ltd.
(AMEX:WHTAMEX:TSX:AMEX:WRM). In connection with its offer, Coeur
has filed a Registration Statement on Form S-4 with the U.S.
Securities and Exchange Commission. Under Coeur's offer, the terms
of which are available in the S-4 Registration Statement, Wheaton
River shareholders may elect to receive for each share of Wheaton
River common stock tendered: -- Up to Cdn$5.47 in cash, subject to
proration if Wheaton River shareholders request in the aggregate
more than Cdn$570 million; or -- 0.796 shares of the Coeur common
stock; or -- 0.796 exchangeable shares of a Canadian subsidiary of
Coeur, which are exchangeable, upon the terms described in the
offer documents, for common stock of Coeur on a one-for-one basis.
The offer is subject to customary conditions, including: (i) the
tendering of at least 66 2/3% of the issued and outstanding Wheaton
River common shares; (ii) the approval by Coeur shareholders of
certain terms of the transaction, including an amendment to Coeur's
certificate of incorporation to increase Coeur's authorized capital
and the issuance of shares of Coeur common stock in the
transactions; (iii) receipt of all necessary regulatory approvals;
and (iv) the absence of any material adverse change relating to
Wheaton River. Coeur intends to solicit the requisite approval from
its shareholders as soon as practicable. The following letter is
being sent by Dennis E. Wheeler, Chairman and Chief Executive
Officer of Coeur, to Wheaton River's shareholders: "July 13, 2004
Dear Wheaton River Shareholder: Coeur's Board of Directors is
pleased to offer Wheaton River shareholders the opportunity to
participate with Coeur shareholders in the creation of a global
leader in the precious metals industry. A Coeur-Wheaton River
combination is extremely attractive from both a financial and
strategic perspective. Coeur's offer represents a premium of
approximately 20% to Wheaton River's closing share price as of July
7, 2004, assuming all shareholders elect to receive cash. Our
combined company will be: -- North America's fourth largest
precious metals company with proven operating expertise; -- A
leading gold producer and the world's leading primary silver
producer with over 22 million ounces of annual production; -- Among
the world's most liquid publicly-traded precious metals mining
companies with expected listings on both the NYSE and the TSX; --
One of the fastest growing precious metals companies with four
attractive development projects including Amapari (Brazil),
Kensington (Alaska), Los Filos (Mexico) and San Bartolome
(Bolivia); -- Highly leveraged to commodity prices with completely
unhedged production; and -- Financially powerful with strong free
cash flow generation, balance sheet strength, and enhanced access
to capital markets. Under the terms of our offer you can choose to
receive for each of your Wheaton River common shares: -- Cdn$5.47
in cash, subject to proration if Wheaton River shareholders request
in the aggregate more than Cdn$570 million; or -- 0.796 shares of
the combined company common stock; or -- 0.796 exchangeable shares
of a Canadian subsidiary. We appreciate the ongoing expressions of
support from Wheaton River's shareholders. We look forward to
completing the Coeur-Wheaton River combination. We encourage you to
tender your shares by following the procedures set forth in the
enclosed materials, which describe Coeur's offer in detail.
Sincerely, DENNIS E. WHEELER, Chairman of the Board and Chief
Executive Officer" CIBC World Markets Inc. and JP Morgan are
serving as dealer managers for the offer. Wheaton River
shareholders can get more information about the offer by contacting
MacKenzie Partners, Inc., which is serving as information agent.
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 This document
contains numerous forward-looking statements relating to the
Company's silver and gold mining business. 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. Coeur's offer to purchase will be made to
Wheaton River shareholders only pursuant to tender offer material
as required by applicable law. Coeur has filed a with the U.S.
Securities and Exchange Commission a Registration Statement on Form
S-4 and a Schedule TO. This communication is not a solicitation of
a proxy from any security holder of Coeur d'Alene Mines Corporation
or Wheaton River Minerals Ltd. YOU ARE URGED TO READ THE
REGISTRATION STATEMENT, THE SCHEDULE TO AND ANY OTHER RELEVANT
DOCUMENTS, INCLUDING PROXY SOLICITATION MATERIALS, FILED WITH THE
SEC AND CANADIAN SECURITIES REGULATORY AUTHORITIES, BECAUSE THEY
CONTAIN IMPORTANT INFORMATION. You can obtain such materials, and
any amendments and supplements thereto, (as they become available)
without charge at the SEC's website, http://www.sec.gov/. In
addition, you may obtain tender offer materials and any related
proxy statement/prospectus (as they become 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. Contacts: James A. Sabala Chief Financial Officer
208-769-8152 Mitchell J. Krebs Vice President Of Corporate
Development 773-255-9808 Joele Frank / Judith Wilkinson Joele
Frank, Wilkinson Brimmer Katcher 212-355-4449 Dan Burch / Steve
Balet MacKenzie Partners, Inc. 212-929-5500 DATASOURCE: Coeur
d'Alene Mines Corporation CONTACT: James A. Sabala, Chief Financial
Officer, +1-208-769-8152, Mitchell J. Krebs, Vice President Of
Corporate Development, +1-773-255-9808, both of Coeur d'Alene Mines
Corporation; Joele Frank, or Judith Wilkinson, both of Joele Frank,
Wilkinson Brimmer Katcher, +1-212-355-4449; Dan Burch or Steve
Balet, both of MacKenzie Partners, Inc., +1-212-929-5500, all for
Coeur d'Alene Mines Corporation Web site: http://www.coeur.com/
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