VANCOUVER, Jan. 19, 2015 /CNW/ – GOLDCORP INC. (TSX: G, NYSE: GG) and Probe Mines Limited (“Probe”) (TSX-V: PRB) today announced an agreement whereby Goldcorp will acquire, through a friendly plan of arrangement (the “Arrangement”), all the outstanding shares of Probe. The total consideration for the purchase is approximately C$526 million.
Under the Arrangement, each common share of Probe not owned by Goldcorp will be exchanged for 0.1755 common shares of Goldcorp. Goldcorp currently owns 8.4 million shares of Probe representing 9.3% of the basic shares outstanding. Based on the closing price of Goldcorp’s common shares on the TSX on January 16, 2015, the transaction values each Probe share at C$5.00. The consideration received by Probe shareholders represents a 49% premium to the closing price of Probe on January 16, 2015. The number of Goldcorp shares to be issued will be approximately 17 million based on the issued and outstanding shares as of the announcement date, but will be subject to adjustment depending on the number of options and warrants exercised under the Arrangement. The transaction is expected to close in late March, 2015.
In addition to the Goldcorp shares, shareholders of Probe will receive an interest in a new exploration company (“New Probe”) containing Probe’s mineral properties in the Ring of Fire in Northern Ontario, as well as C$15 million in cash and certain other assets currently owned by Probe. Goldcorp will own approximately 9.3% of New Probe following completion of the transaction and looks forward to supporting New Probe in the execution of its business plan.