Goldcorp Announces Offer To Buy Osisko Mining For C$2.6 Bln In Cash And Shares

(RTTNews) - Goldcorp Inc. (GG, G.TO) announced Monday that it plans to commence an offer to acquire all of the outstanding common shares of Osisko Mining Corp.(OSK.TO) for about C$2.6 billion in cash and shares.

As per the terms of the Offer, Osisko shareholders will be entitled to receive 0.146 of a Goldcorp common share plus C$2.26 in cash for each Osisko common share.

Based on Goldcorp's TSX closing share price of C$25.29 on January 10, 2014, the total consideration offered to Osisko shareholders is C$5.95 per Osisko common share representing a premium of 28% over the 20-day volume-weighted average share price of Osisko from all trading on Canadian exchanges for the period ending January 10, 2014 and a premium of 15% over Osisko's TSX closing share price on January 10, 2014.

Goldcorp noted that the Offer will be open for acceptance until 5:00 p.m. EST on February 19, 2014, unless extended or withdrawn. The Offer will be subject to customary conditions, including the acceptance by Osisko shareholders owning not less than 66 2/3% of Osisko shares outstanding on a fully-diluted basis, confirmation to the satisfaction of Goldcorp that the Osisko shareholder rights plan will not adversely affect the Offer, no material adverse change in Osisko and receipt of all necessary regulatory approvals.

Goldcorp also said that the Offer will not require the approval of Goldcorp's shareholders and Goldcorp has obtained a $1.25 billion non-revolving term credit facility from Scotiabank which, together with cash on hand of approximately $620 million and an undrawn $2 billion credit facility, will be sufficient to fund the cash portion of the Offer.