UPDATE 1-Canada's Osisko says Goldcorp takeover bid 'very low'

Wed Jan 15, 2014 10:37am EST

By Euan Rocha

TORONTO Jan 15 (Reuters) - Osisko Mining Corp said on Wednesday it was reviewing Goldcorp Inc's unsolicited C$2.6 billion ($2.4 billion) takeover proposal, but considered the 15 percent premium it offered as "very low".

The Montreal, Quebec-based gold miner said the bid was opportunistic and it would advise shareholders after its board, financial and legal advisers evaluated the offer.

"Osisko's board of directors remains committed to delivering superior value for shareholders and all stakeholders, and will continue to pursue all initiatives to that end," said the miner.

Goldcorp's cash-and-stock bid for Osisko was worth C$5.95 a share when it was made on Monday, offering Osisko investors a 15 percent premium to the company's closing price on Friday.

Due to the pullback in Goldcorp's shares, the value of the bid has fallen to C$5.81 a share.

Osisko shares were trading flat at C$6.22 on Wednesday, but holding well above the value of the Goldcorp bid, indicating shareholders expect a sweetened offer will emerge.

Goldcorp, which wants control of Osisko's Malartic gold mine in Quebec, said on Tuesday it chose to proceed with an unsolicited offer after a long series of frustrated attempts to engage Osisko in talks about a possible deal.

The acquisition of the large, low-grade Malartic deposit would boost Goldcorp's proven and probable reserves by some 10 million ounces, but also present dangers, including susceptibility to further gold price weakness.

Shares in Osisko, along with those of gold miners across the world, are trading well below their peak levels, as the price of spot gold has fallen 26 percent over the last 12 months to trade at $1,237 an ounce.

Osisko's stock peaked at C$16.39 a share in December 2010, when gold was trading around the $1,400 level.

The company said it has retained BMO Capital Markets and Maxit Capital as its financial advisers, while Bennett Jones LLP and Skadden, Arps, Slate, Meagher & Flom will act as its legal advisors.

The board has formed a special independent committee to evaluate the takeover proposal. The committee has hired Stikeman Elliott LLP as its legal adviser.

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