Bidders for Iamgold (IMG-T) and Wheaton River Minerals (WRM-T) will get another chance to pitch their case to shareholders following a decision by Wheaton to hold another shareholder meeting and one by Iamgold to have independent directors review the deal with Wheaton and the separate bid for Iamgold by Golden Star Resources (GSC-T).
Wheaton management has called another shareholder meeting for July 6, with the approval of the Superior Court of Ontario. The resolution to approve the deal with Iamgold — in which Wheaton shares can be traded for 0.55 of an Iamgold share each — goes back before the shareholders for a second vote.
Wheaton shareholders approved the deal at a meeting on June 8, with 79% of shares voted in favour of the proposal. Coeur d’Alene Mines (CDE-N) protested the vote, claiming that shareholders that favoured its bid for Wheaton did not have enough time between Coeur’s announcement of its bid on May 27, and the proxy deadline of June 4, to revoke proxies that they had previously issued to vote for the Iamgold deal.
Proxies issued for the first meeting remain valid, but can be revoked. The new proxy deadline will fall on July 2.
Coeur’s offer is a combined cash, note, and share deal, with a cash distribution of up to $285 million, a note distribution up to the same amount, and 0.736 of a Coeur share traded for one Wheaton share.
Iamgold, which was ready to hold its own June 8 shareholder vote until Golden Star persuaded the Ontario Superior Court to rule that the meeting should be delayed, has now advised shareholders not to take action on either the Golden Star bid or the Wheaton merger. The board is recommending that shareholders that have already submitted proxies should not revoke them, but that all shareholders should await a new recommendation.
The board instructed a committee of four independent directors — John Boultbee, Derek Bullock, Donald Charter and Robert Quartermain — to assess both the deal with Wheaton and the bid from Golden Star, which offers 1.15 Golden Star shares for one Iamgold. The committee is being asked to recommend whether Iamgold shareholders should vote in favour of the Wheaton-Iamgold deal at the rescheduled meeting on June 29.
The committee, which can retain independent advisors, has also been asked to set out rules for delivery of proxies and for eligibility to vote at the meeting.
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