YAMANA GOLD INC. is pleased to announce the successful completion of Yamana’s acquisition of the Wasamac property and the Camflo property and mill from Monarch Gold Corporation (“Monarch”) through its acquisition of all of the issued and outstanding shares of Monarch (the “Monarch Shares”) not owned by Yamana under the previously-announced plan of arrangement (the “Arrangement”). In connection with the Arrangement, Monarch completed a spin-out to its shareholders, through newly formed Monarch Mining Corporation (“Monarch Mining”), of its other mineral properties and certain other assets and liabilities.
The addition of the Wasamac project to Yamana’s portfolio further solidifies the Company’s long-term growth profile with a top-tier gold project in Quebec’s Abitibi region, a prolific mining district where Yamana has deep operational and technical expertise and experience. Additional details about Wasamac and Yamana’s initial plans for the asset include:
Completion of the Arrangement
Under the terms of the Arrangement, each former holder of Monarch Shares received, in exchange for each Monarch Share held immediately prior to the effective time of the Arrangement: (i) 0.0376 of a Yamana Share; (ii) C$0.192 in cash from Yamana; and (iii) 0.2 of a share of Monarch Mining.
In aggregate, Yamana issued 11,608,195 Yamana Shares (the “Consideration Shares”) and approximately C$59.3 million in cash under the Arrangement to former Monarch shareholders as consideration for their Monarch Shares. Upon closing of the Arrangement, existing Yamana shareholders and former Monarch shareholders own approximately 98.8% and 1.2% of the issued and outstanding Yamana Shares, respectively. Monarch shareholders also received shares of Monarch Mining under the Arrangement. Yamana now owns 4,450,000 common shares of Monarch Mining, or approximately 6.7% of the outstanding common shares of Monarch Mining, and is entitled to acquire an additional 2,225,000 common shares of Monarch Mining upon the exercise of previously held Monarch warrants, representing a partially-diluted share ownership in Monarch Mining of approximately 9.8%. Yamana looks forward to participating in the value created from Monarch’s remaining pipeline of development and exploration projects.
As Monarch is now a wholly-owned subsidiary of the Company, the Monarch Shares are anticipated to be de-listed from the Toronto Stock Exchange (“TSX”) at the beginning of next week. Yamana will also apply to the applicable securities regulators to have Monarch cease to be a reporting issuer and terminate the entity’s public reporting obligations. This release is being made jointly with Monarch, as Monarch currently remains a reporting issuer.
The Company also plans to apply to the Financial Conduct Authority (the “FCA”) and London Stock Exchange plc (the “LSE”) respectively for the Consideration Shares issued under the Arrangement to be admitted to the standard listing segment of the Official List of the FCA and to trading on the main market for listed securities of the LSE (together, “Admission”). It is expected that Admission will become effective at 8:00 a.m. on 27 January 2021. An additional 388,759 Yamana Shares have been reserved for issuance to former Monarch warrantholders on exercise of their warrants.
Following the issuance of the Consideration Shares, the Company’s issued share capital now consists of 964,260,851 common shares and the total number of voting rights in the Company is 964,260,851. This figure may be used by Shareholders as the denominator for the calculations by which they determine if they are required to notify their interest in, or a change in their interest in, the Company under the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority.
Further details regarding the Arrangement are set out in the management information circular of Monarch dated November 30, 2020, which is available on under Monarch’s profile on SEDAR at www.sedar.com. A copy of the early warning report of Yamana in connection with the acquisition of the Monarch Shares is available on SEDAR under Monarch’s SEDAR profile at www.sedar.com and can be obtained by contacting Yamana at the contact information below.
Information for Former Monarch Shareholders
Pursuant to the Arrangement, former Monarch shareholders are entitled to receive the above-noted cash and Share Consideration for each Monarch Share held prior to closing of the Arrangement.
In order to receive such consideration in exchange for Monarch Shares, registered shareholders of Monarch must complete, sign, date and return the letter of transmittal that was mailed to each Monarch shareholder prior to closing. The letter of transmittal is also available under Monarch’s profile on SEDAR at www.sedar.com. For those shareholders of Monarch whose Monarch Shares are registered in the name of a broker, investment dealer, bank, trust company, trust or other intermediary or nominee, they should contact such nominee for assistance in depositing their Monarch Shares and should follow the instructions of such intermediary or nominee. For further details regarding the submission of the letters of transmittal, please refer to the Monarch management information circular dated November 30, 2020 available under Monarch’s profile on SEDAR at www.sedar.com, or questions may be directed to the depositary, Computershare Trust Company of Canada, at 1-800-564-6253 or via email at corporateactions@computershare.com.
Mineral Reserve Statement, Wasamac deposit
Proven Mineral Reserves | Probable Mineral Reserves | Total Proven & Probable | |||||||
Tonnes | Grade | Contained | Tonnes | Grade | Contained | Tonnes | Grade | Contained | |
(000’s) | (g/t) | oz. (000’s) | (000’s) | (g/t) | oz. (000’s) | (000’s) | (g/t) | oz. (000’s) | |
Gold | 1,028 | 2.66 | 88 | 20,427 | 2.56 | 1,679 | 21,455 | 2.56 | 1,767 |
Mineral Resource Statement, Wasamac deposit
Measured Mineral Resources | Indicated Mineral Resources | Total Measured & Indicated | |||||||
Tonnes | Grade | Contained | Tonnes | Grade | Contained | Tonnes | Grade | Contained | |
(000’s) | (g/t) | oz. (000’s) | (000’s) | (g/t) | oz. (000’s) | (000’s) | (g/t) | oz. (000’s) | |
Gold | 3,990 | 2.52 | 323 | 25,870 | 2.72 | 2,265 | 29,860 | 2.70 | 2,588 |
Inferred Mineral Resources | |||
Tonnes | Grade | Contained | |
(000’s) | (g/t) | oz. (000’s) | |
Gold | 4,160 | 2.20 | 294 |
To view all of the assumptions and the names of qualified persons who prepare the mineral reserve and mineral resource estimates, please refer to the Wasamac Feasibility Study available under Monarch’s profile on SEDAR at www.sedar.com.
Qualified Persons
Scientific and technical information contained in this news release has been reviewed and approved by Sébastien Bernier (P.Geo and Senior Director, Geology and Mineral Resources). Sébastien Bernier is an employee of Yamana Gold Inc. and a “Qualified Person” as defined by Canadian Securities Administrators’ National Instrument 43-101 – Standards of Disclosure for Mineral Projects.
About Yamana
Yamana Gold Inc. is a Canadian-based precious metals producer with significant gold and silver production, development stage properties, exploration properties, and land positions throughout the Americas, including Canada, Brazil, Chile and Argentina. Yamana plans to continue to build on this base through expansion and optimization initiatives at existing operating mines, development of new mines, the advancement of its exploration properties and, at times, by targeting other consolidation opportunities with a primary focus in the Americas.
FOR FURTHER INFORMATION PLEASE CONTACT:
Investor Relations
416-815-0220
1-888-809-0925
Email: investor@yamana.com
FTI Consulting (UK Public Relations)
Sara Powell / Ben Brewerton
+44 203 727 1000
Email: Yamana.gold@fticonsulting.com
Credit Suisse (Joint UK Corporate Broker)
Ben Lawrence / David Nangle
Telephone: +44 (0) 20 7888 8888
Joh. Berenberg Gossler & Co. KG (Joint UK Corporate Broker)
Matthew Armitt / Jennifer Wyllie / Detlir Elezi
Telephone: +44 (0) 20 3207 7800
Peel Hunt LLP (Joint UK Corporate Broker)
Ross Allister / David McKeown / Alexander Allen
Telephone: +44 (0) 20 7418 8900