could NES be next?.. the CYD bid puts a bottom on any bid we will accept.. CYD has no booked ounces.. we expect much higher for NES
Agnico Eagle to acquire Cayden for $205-million
Ticker Symbol: C:AEM C:CYD
Agnico Eagle to acquire Cayden for $205-million
Agnico Eagle Mines Ltd (C:AEM)
Shares Issued 209,816,247
Last Close 9/5/2014 $37.94
Monday September 08 2014 – News Release
Also Cayden Resources Inc (C:CYD) News Release
Mr. Sean Boyd of Agnico Eagle reports
AGNICO EAGLE TO ACQUIRE CAYDEN RESOURCES
Agnico Eagle Mines Ltd. and Cayden Resources Inc. have entered into an agreement pursuant to which Agnico Eagle will acquire 100 per cent of Cayden’s issued and outstanding common shares, including shares issuable under outstanding options and warrants, under a plan of arrangement, for total consideration of approximately $205-million, or approximately $3.79 per share (based on Agnico Eagle’s volume-weighted average price of shares on the Toronto Stock Exchange for the 30-day period ended Sept. 5, 2014). Under the Arrangement, Cayden shareholders will be entitled to receive 0.09 of an Agnico Eagle share and C$0.01 for each Cayden common share. The offer represents a premium of 42.5% to the volume weighted average price of Cayden shares on the TSX Venture Exchange for the 30-day period and an 51.9% premium to the 60-day period, both ended September 5, 2014 (the last trading day prior to announcement of the transaction).
All of the directors and officers of Cayden (who hold in the aggregate approximately 19.8% of the issued and outstanding Cayden shares on a fully-diluted basis) have entered into support agreements with Agnico Eagle pursuant to which they have agreed, among other things, to support the transaction and vote their Cayden securities in favour of the Arrangement.
The maximum number of shares issuable by Agnico Eagle under the offer will be approximately 4.86 million (based on the number of Cayden shares outstanding on September 8, 2014 on a fully-diluted basis), or approximately 2.3% of Agnico Eagle’s outstanding shares (on a fully diluted basis).
Cayden owns, has options to acquire or has staked, concessions constituting a 100% interest in the El Barqueňo Property, which covers approximately 41,000 hectares in the Guachinango gold district in Jalisco State, Mexico. El Barqueňo hosts a significant epithermal bonanza type gold vein and disseminated stockwork system. Several gold bearing zones have been identified by drilling and trenching in an area approximately 13.5 km long by 4.7 km wide.
Cayden also owns a 100% interest in the Morelos Sur Property, which covers approximately 13,000 hectares in the Guerrero gold belt in Guerrero State, Mexico. Morelos Sur consists of three properties (La Magnetita, Tenantla and Las Calles), and exploration by Cayden has outlined a 25 km2 gold soil anomaly at La Magnetita, and Tenantla.
“This acquisition is consistent with our long-term strategy of acquiring promising, early stage gold projects where we can add value through focused exploration and mine building”, said Sean Boyd, President and Chief Executive Officer of Agnico Eagle. “This strategy has served us well in Mexico, and we believe that the Cayden properties are a very good fit with our existing southern operations and skill sets”, added Mr. Boyd.
“We are pleased with the value that this transaction delivers to our shareholders and are excited at the prospect of Agnico applying its resources to the advancement of El Barqueno and the results that will surely follow. Our success could not have happened without the hard work of our entire team, and I’d like to thank them for all of their outstanding efforts.” said Ivan Bebek, President and Chief Executive Officer of Cayden Resources.
El Barqueňo Property Highlights
Located in the Guachinango gold district near existing infrastructure (highway, power, labour)
Early stage gold project with historical heap leach production (approximately 250,000 ounces produced in the 1980s)
Epithermal bonanza type gold veins and disseminated stockwork systems – veins and mineralized structures have been identified in an area 13.5 km long by 4.7 km wide. Seven significant zones anomalous in gold have been identified to date
Drilling by Cayden has focused on the Azteca, Angostura and Peňa de Oro zones
Highlights from Cayden drilling at the Azteca zone include: 4.26 grams per tonne (g/t) gold and 0.06% copper over 20 metres; 2.34 g/t gold and 0.15% copper over 44 metres
Highlights from Cayden drilling at Peňa de Oro include: 4.46 (g/t) gold and 0.09% copper over 27 metres; 4.06 g/t gold and 0.39% copper over 45 metres
Preliminary metallurgical testing by Cayden at Azteca has yielded positive results
Morelos Sur Property Highlights
Consists of three concessions (La Magnetita, Tenantla and Las Calles) located in the Guerrero gold belt
The La Magnetita and Tenantla concessions together host a 25 km2 gold soil anomaly with values of 0.1 to 1.0 g/t gold
The Las Calles concession has yielded drill intersections of up to 3.21 g/t gold and 84 g/t silver over 28.5 metres
For additional details on El Barqueňo and Morelos Sur please see the slide presentation entitled “Acquisition of Cayden Resources” dated September 8, 2014, on the Agnico Eagle website (www.agnicoeagle.com).
“From a technical perspective, El Barqueňo bears a lot of similarities to Pinos Altos in the early days” said Tim Haldane Senior Vice-President Operations – USA and Latin America. “The property has tremendous exploration upside and several prospective zones that we believe can ultimately support heap leach and/or milling operations, which would allow us to build another meaningful business in Mexico” added Mr. Haldane.
The transaction is subject to approval by Cayden security holders, Mexican anti-trust and other regulatory approvals and court approval. Full details of the transaction will be set out in Cayden’s information circular that it will prepare in respect of the meeting of security holders to approve the Arrangement. Cayden intends to mail the information circular within the next three weeks. The transaction is expected to close before the end of 2014.
Pursuant to the Agreement, Cayden is subject to customary non-solicitation covenants. In the event a superior proposal is made to Cayden, Agnico Eagle has a five business day right to match such proposal. Under certain circumstances where the transaction is not completed, Cayden has agreed to pay a termination fee of C$5.7 million to Agnico Eagle.
Cayden’s board of directors has unanimously determined that the Agreement is in the best interests of Cayden and its security holders and unanimously recommends that Cayden security holders vote in favour of the Agreement.
The recommendation of the Cayden board is supported by a fairness opinion provided by Beacon Securities Limited to the Special Committee to the effect that the consideration is fair to Cayden shareholders. Cayden has engaged Minvisory Corp. as its financial advisor and McMillan LLP as its legal advisor in connection with the transaction. Agnico Eagle has engaged Canaccord Genuity Corp. as its financial advisor and Davies Ward Phillips & Vineberg LLP as its legal advisor in connection with the transaction.
Copies of the Agreement, support agreements, management information circular and certain related documents will be filed with securities regulators and will be available on SEDAR at www.sedar.com.