All amounts expressed in Canadian dollars unless otherwise noted
Agnico Eagle Mines Limited (NYSE: AEM, TSX: AEM) (“Agnico Eagle”) announced today that it has agreed to subscribe for 15,391,605 units (“Units”) of Rupert Resources Ltd. (TSX-V: RUP) (“Rupert”) in a non-brokered private placement at a price of $0.85 per Unit for total consideration of $13,082,864. Each Unit is comprised of one common share of Rupert (a “Common Share”) and 0.75 of one common share purchase warrant of Rupert (each full common share purchase warrant, a “Warrant”). Each Warrant entitles the holder to acquire one Common Share at a price of $1.00 for a period of three years following the closing date of the private placement. Closing is expected to occur on February 12, 2020 and is subject to certain conditions.
On closing of the private placement, Agnico Eagle will own 15,391,605 Common Shares and 11,543,703 Warrants, representing approximately 9.9% of the issued and outstanding Common Shares on a non-diluted basis and 16.1% of the issued and outstanding Common Shares on a partially-diluted basis.
Agnico Eagle and Rupert have agreed to enter into an investor rights agreement on closing of the private placement pursuant to which Agnico Eagle will be granted certain rights, provided Agnico Eagle maintains certain ownership thresholds in Rupert, including: (i) the right to participate in equity financings in order to maintain its pro rata ownership in Rupert at the time of such financing or acquire up to a 9.9% or 16.1% ownership interest in Rupert (depending on whether Agnico Eagle has exercised the Warrants at such time); and (ii) the right (which Agnico Eagle has no present intention of exercising) to nominate one person (and in the case of an increase in the size of the board of directors of Rupert to eight or more directors, two persons) to the board of directors of Rupert.
Agnico Eagle is acquiring the Common Shares and the Warrants for investment purposes. Depending on market conditions and other factors, Agnico Eagle may, from time to time, acquire additional Common Shares, common share purchase warrants or other securities of Rupert or dispose of some or all of the Common Shares, common share purchase warrants or other securities of Rupert that it owns at such time.
Source: Company Press Release