Goldcorp Has the Right to Match Competing Proposal to Acquire Canplats Resources
Goldcorp Inc. announced that it has received a notice from Canplats Resources Corporation that Minera Penmont S. de R.L. de C.V. (“Penmont”) has made a proposal to acquire all of the issued and outstanding shares of Canplats (the “Penmont Proposal”) for cash consideration of $4.20 per share plus shares of a newly-formed company which will hold Canplats’ exploration properties (“Spinco”) pursuant to a plan of arrangement. Canplats has further advised Goldcorp that the Board of Canplats has determined that the Penmont Proposal constitutes a “Superior Proposal” within the meaning of the Business Combination Agreement dated November 16, 2009 between Canplats and Goldcorp (the “BCA”) and that Canplats intends (subject to Goldcorp’s right to match) to enter into an agreement with Penmont to implement the Penmont Proposal.
Under the BCA, Goldcorp has the right, for a period of five business days, to match the financial terms of the Penmont Proposal. If Goldcorp elects to match the Penmont Proposal, Canplats must enter into an agreement with Goldcorp to reflect the amended terms of the transaction and must recommend that the Canplats Securityholders approve the amended business combination with Goldcorp. Further, under the terms of the Penmont Proposal, the Penmont Proposal will be of no further effect once Goldcorp exercises its right to match. No termination, break or other fee will be payable by Canplats to Penmont in respect of Goldcorp’s exercise of its right to match.
Goldcorp is considering its position with respect to the Penmont Proposal and its matching right and will keep the market apprised of further developments.
Goldcorp is the lowest-cost and fastest growing multi-million ounce gold producer with operations throughout the Americas. Its gold production remains 100% unhedged.
