Agnico Eagle Mines Ltd 6-K, filed Feb 12, 2020
Agnico Eagle Mines Ltd (AEM)
About this 6-K
Agnico Eagle Mines Ltd filed this 6-K on February 12, 2020.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of February, 2020
Commission File Number 001-13422
AGNICO EAGLE MINES LIMITED
(Translation of registrant’s name into English)
145 King Street East, Suite 400, Toronto, Ontario M5C 2Y7
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20 F o Form 40-F x
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)( 1): o
Note: Regulation S-T Rule 101 (b) (1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)(7): o
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes o No x
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .
EXHIBITS
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Exhibit No. |
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Exhibit Description |
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99.1 |
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Press Release dated February 10, 2020 announcing the Corporation’s investment in Rupert Resources Ltd. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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AGNICO EAGLE MINES LIMITED | |
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(Registrant) | |
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Date: 11/02/2020 |
By: |
/s/ R. Gregory Laing |
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R. Gregory Laing |
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General Counsel and Senior Vice-President, Legal |
(All amounts expressed in Canadian dollars unless otherwise noted)
AGNICO EAGLE ANNOUNCES INVESTMENT
IN RUPERT RESOURCES LTD.
Toronto (February 10, 2020) — 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.
An early warning report will be filed by Agnico Eagle in accordance with applicable securities laws. To obtain a copy of the early warning report, please contact:
Aurea Dela Resma
Agnico Eagle Mines Limited
145 King Street East, Suite 400
Toronto, Ontario M5C 2Y7
Telephone: 416-947-1212
Agnico Eagle’s head office is located at 145 King Street East, Suite 400, Toronto, Ontario M5C 2Y7. Rupert’s head office is located at 82 Richmond Street East, Suite 203, Toronto, Ontario, M5C 1P1.
About Agnico Eagle
Agnico Eagle is a senior Canadian gold mining company that has produced precious metals since 1957. Its operating mines are located in Canada, Finland and Mexico, with exploration and development activities in each of these countries as well as in the United States and Sweden. Agnico Eagle and its shareholders have full exposure to gold prices due to its long-standing policy of no forward gold sales. Agnico Eagle has declared a cash dividend every year since 1983.
Forward-Looking Statements
The information in this news release has been prepared as at February 10, 2020. Certain statements in this news release, referred to herein as “forward-looking statements”, constitute “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and “forward-looking information” under the provisions of Canadian provincial securities laws. These statements can be identified by the use of words such as “may”, “will” or similar terms.
Forward-looking statements in this news release include, without limitation, statements relating to the expected closing date of the private placement, Agnico Eagle’s ownership interest in Rupert upon closing of the private placement, Agnico Eagle’s acquisition or disposition of securities of Rupert in the future and the terms of the investor rights agreement.
Forward-looking statements are necessarily based upon a number of factors and assumptions that, while considered reasonable by Agnico Eagle as of the date of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Many factors, known and unknown, could cause actual results to be materially different from those expressed or implied by such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date made. Other than as required by law, Agnico Eagle does not intend, and does not assume any obligation, to update these forward-looking statements.