Osisko strikes new $3.9-billion deal with Yamana, Agnico Eagle – by Bertrand Marotte (Globe and Mail – April 16, 2014)

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Osisko Mining Corp. has struck a deal valued at about $3.9-billion that would see Yamana Gold Inc. and Agnico Eagle Gold Inc. acquire Osisko in a cash-and-stock transaction.

Meanwhile, Goldcorp Inc. — which recently raised its hostile bid for Osisko and its rich Canadian Malartic gold mine to $3.6-billion — said it plans to nominate its own slate of 11 directors to replace Osisko’s board members at Osisko’s annual meeting May 20.

The new offer — which adds Agnico Eagle as a partner — represents roughly an 11 per cent premium to the implied value of Goldcorp’s hostile offer. Under terms of the deal announced by Osisko and its partners Wednesday, Agnico Eagle and Yamana will form a joint acquisition entity that will acquire all of Osisko’s common shares.

Agnico and Yamana will each own 50 per cent of Montreal-based Osisko and they will form a joint committee to operate the Canadian Malartic mine in northwestern Quebec.

About $1-billion of the $8.15-per-share deal will be in cash, with about $2.33-billion in Agnico Eagle and Yamana shares as well as shares of a new spinoff company — Spinco — with an impled value of $575-million.

Osisko shareholders would end up owning about 16.7 per cent of Agnico Eagle and about 14.4 per cent of Yamana.

The new company Spinco would hold a portfolio of exploration assets able to finance themselves through existing cash holdings and a cash flow stream from Canadian Malartic.

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