Wheaton to hold second vote

The proposed merger deal between Iamgold (IMG-T) and Wheaton River Minerals (WRM-T), accepted by Wheaton shareholders in a June 8 vote, will go back to the shareholders of both companies at meetings in late June and early July.

Iamgold, which was forced to delay its June 8 shareholder meeting after Golden Star Resources (GSC-T) obtained an order from the Ontario Superior Court, has now advised shareholders not to take action on either the Wheaton merger or a separate takeover offer from Golden Star, mailed out on June 10. The Iamgold board recommends that shareholders who have already submitted proxies 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 share. 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 or tender to the Golden Star offer. The committee is to report by June 25.

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.

The friendly Wheaton deal, in which Iamgold is offering 0.55 of an Iamgold share for one Wheaton share, goes back before Wheaton shareholders at a second shareholder meeting, approved by the Superior Court, on July 6.

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 who 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 they had previously issued to vote for the Iamgold deal. Large Wheaton shareholders have also argued for a new vote.

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.

Golden Star’s bid for Iamgold expires on July 16. It has made the bid conditional on seeing two-thirds of Iamgold’s shares tendered to the bid, on the abandonment of the Wheaton-Iamgold merger, and on access to confidential information from Iamgold.