Golden Star seeks antidote to Iamgold’s poison pill

Golden Star Resources (GSC-T) has asked the Ontario Securities Commission (OSC) to set aside the shareholder rights plan recently adopted by Iamgold (IMG-T) calling the plan “an improper defensive response” to its takeover bid.

“The Iamgold poison pill is simply the latest in a series of blocking tactics taken by Iamgold to prevent its shareholders from being given an opportunity to consider our offer,” said Golden Star’s CEO Peter Bradford in a prepared statement.

“The Ontario Superior Court ruled that Iamgold has been in play since we first made our proposal on May 27. We believe that it was clearly improper to adopt a poison pill, without shareholder approval, three days before our offer was due to expire.”

To give the OSC time to consider its request, Golden Star has extended the deadline for its bid until July 30; the offer was set to expire on July 16. The company also says that it now requires just 50.1 % of Iamgold’s shareholders to tender to its bid, down from the original 66.7%.

Golden Star has also amended the due diligence condition on its offer such that it will decide when it is satisfied. The company has yet to be granted access to Iamgold books.

Earlier this week, Iamgold adopted a one-month shareholder rights plan that would allow shareholders to buy additional shares at half the going rate, thereby flooding the market and making a takeover prohibitively pricey. The plan is triggered by a bid for at least 20% of Iamgold’s shares; it expires on Aug. 15.

Golden Star’s bid stands at either 1.25 of its shares or 1.15 shares plus 50 for each Iamgold share. The company will also pay another 20 per share provided there is no break fee payable owing to the failure of the merger plans between Iamgold and Wheaton River Minerals (WRM-T).

In related news, Wheaton recently tabled a plan to sell all of the silver produced from its Luismin operations in Mexico to Chap Mercantile for $262 million in cash and shares plus US$3.90 per oz. Wheaton says the move has nothing to do with the unsolicited takeover offer from Coeur d’Alene Mines‘s (CDE-N).

Coeur recently mailed out its offer directly to Wheaton’s U.S.-based shareholders; the company says the offer will be sent to Canadian shareholders once a registration form is filed with Canadian regulators. In the meantime, Coeur has released its National Instrument 43-101 compliant reserve and resource figures at the request of the British Columbia Securities Commission.

Coeur is offering 0.796 of one of its shares or $5.47 in cash, up to a limit of $570 million in cash, for each share of Wheaton. If all of Wheaton’s shareholders elect to take the cash, they would be limited to $1 per share, with the balance made up with Coeur shares.Shares in Golden Star were off 14 at $6.18 in early trading in Toronto on July 16, Iamgold was 18 lower at $8.47, and Wheaton was 3 lower at $3.87. Coeur d’Alene shares were a nickel higher at US$4.11 in New York.