JOINT NEWS RELEASE Agnico Eagle and O3 Mining Issue Final Reminder to Tender to Agnico Eagle’s All Cash 58% Premium Offer Expiring January 23, 2025
JOINT NEWS RELEASE
Agnico Eagle and O3 Mining Issue Final Reminder to Tender
to Agnico Eagle’s All Cash 58% Premium Offer Expiring January 23, 2025
• Offer is expiring on January 23, 2025
• Agnico is committed to the Offer at $1.67 in cash, which represents a 58% premium to O3
Mining’s closing price on December 11, 2024
• 39% of outstanding shares of O3 Mining signed lock-up agreements to tender to the Offer
• Offer unanimously recommended by Board and Special Committee of O3 Mining
• Questions or Need Assistance? Contact Laurel Hill Advisory Group at 1-877-452-7184 or email
Toronto (January 21, 2025) – Agnico Eagle Mines Limited (NYSE: AEM, TSX: AEM) (“Agnico
Eagle”) and O3 Mining Inc. (TSXV: OIII, OTCQX: OIIIF) ( “O3 Mining”) provide O3 Mining
shareholders with a final reminder to tender to Agnico Eagle’s friendly all cash offer to acquire
100% of the common shares of O3 Mining (“Common Shares”) at $1.67 per share (the “Offer”),
which is expiring on January 23, 2025 at 11:59 pm (EST).
Tender Shares for Prompt Payment
O3 Mining shareholders are strongly encouraged to tender their Common Shares to the Offer
prior to January 23, 2025 to ensure prompt receipt of the Offer price of $1.67 per Common Share.
If the conditions to the Offer are satisfied or waived by the expiry time, Agnico Eagle will take-up
and pay for any Common Shares tendered prior to expiry by January 28, 2025.
All directors and officers of O3 Mining and several of O3 Mining’s largest shareholders,
representing approximately 39% of the issued and outstanding Common Shares , entered into
lock-up agreements under which they agreed to tender their Common Shares to the Offer.
O3 Mining shareholders are encouraged to tender their Common Shares as soon as possible to
ensure intermediaries have sufficient time to process their requests. The board of directors of O3
Mining continues to unanimously recommend that O3 Mining shareholders tender their Common
Shares to the Offer.
Agnico Eagle’s Intentions
Agnico is committed to the Offer at $1.67 . Assuming the 66 2/3% minimum tender condition for
the Offer is satisfied or waived, Agnico Eagle intends to complete the Offer and acquire 100% of
any remaining Common Shares in a second- step transaction. Agnico Eagle is not required to
reach a 90% tender threshold under the Offer to acquire 100% of O3 Mining. The closing of the
second-step transaction and the payment for any Common Shares acquired thereunder is not
expected to occur before the second quarter of 2025.
How do I tender my Common Shares?
Shareholder Type How do I tender my Common Shares?
Beneficial Shareholders – Most shareholders
are beneficial shareholders. This means your
Common Shares are held through a broker,
bank or other intermediary, and you do not have
a share certificate or DRS advice
Contact your bank or your broker
immediately and instruct them to tender
your Common Shares to the Offer
Registered Shareholders – You are a
registered shareholder if you hold your Common
Shares directly (through a share certificate, DRS
advice or other method of direct ownership)
Contact Laurel Hill Advisory Group:
Phone: 1- 877-452-7184 (toll-free)
Email: [email protected]
If you have any questions or require any assistance with tendering your Common Shares to the
Offer, please contact our Depositary and Information Agent:
Laurel Hill Advisory Group
North American Toll-Free: 1- 877-452-7184
Outside North America: +1-416-304-0211
E-mail: [email protected]
Visit us at www.agnicoeagle.com/Offer-for-O3-Mining to receive the most up-to-date information
about the Offer.
About O3 Mining Inc.
O3 Mining Inc. is a gold explorer and mine developer in Québec, Canada, adjacent to Agnico
Eagle’s Canadian Malartic mine. O3 Mining owns a 100% interest in all its properties (128,680
hectares) in Québec. Its principal asset is the Marban Alliance project in Québec, which O3 Mining
has advanced over the last five years to the cusp of its next stage of development, with the
expectation that the project will deliver long-term benefits to stakeholders.
About Agnico Eagle Mines Limited
Agnico Eagle is a Canadian based and led senior gold mining company and the third largest gold
producer in the world, producing precious metals from operations in Canada, Australia, Finland
and Mexico, with a pipeline of high-quality exploration and development projects. Agnico Eagle is
a partner of choice within the mining industry, recognized globally for its leading environmental,
social and governance practices. Agnico Eagle was founded in 1957 and has consistently created
value for its shareholders, declaring a cash dividend every year since 1983.
Cautionary Note Regarding Forward-Looking Information
This news release contains “ forward-looking information” within the meaning of applicable
Canadian securities legislation that is based on current expectations, estimates, projections, and
interpretations about future events as at the date of this news release. Forward -looking
information and statements are based on estimates of management by O3 Mining and Agnico
Eagle, at the time they were made, and involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or achievements to be materially
different from any future results, performance or achievements expressed or implied by such
forward-looking information or statements.
Forward-looking statements in this news release include, but are not limited to, statements
regarding: the Offer, including the anticipated timing of expiration, mechanics, take up, funding,
completion and settlement; the ability of Agnico Eagle to complete the transactions contemplated
by the Offer; the satisfaction or waiver of the conditions to consummate the Offer; a second step
transaction pursuant to which Agnico Eagle may acquire 100% of O3 Mining, including the
satisfaction or waiver of the conditions to consummate such second step transaction . Material
factors or assumptions that were applied in formulating the forward-looking information contained
herein include, without limitation, the expectations and beliefs of Agnico Eagle and O3 Mining that
all conditions to completion of the Offer will be satisfied or waived; the ability of Agnico Eagle to
acquire 100% of the Common Shares in a subsequent transaction; the decision by Agnico Eagle
to extend, or not, the expiry time of the Offer; that any conditions to a subsequent second -step
transaction will be satisfied or waived. Agnico Eagle and O3 Mining caution that the foregoing list
of material factors and as sumptions is not exhaustive. Although the forward- looking information
contained in this news release is based upon what Agnico Eagle and O3 Mining believe, or
believed at the time, to be reasonable expectations and assumptions, there is no assurance that
actual results will be consistent with such forward- looking information, as there may be other
factors that cause results not to be as anticipated, estimated or intended, and neither O3 Mining,
nor Agnico Eagle nor any other person assumes responsibility for the accuracy and completeness
of any such forward-looking information. No assurance can be given that these expectations will
prove to be correct and such forward-looking statements included in this news release should not
be unduly relied upon. O3 Mining and Agnico Eagle do not undertake, and assume no obligation,
to update or revise any such forward-looking statements or forward-looking information contained
herein to reflect new events or circumstances, except as may be required by applicable law. These
statements speak only as of the date of this news release.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is
defined in the policies of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this news release. No stock exchange, securities commission or
other regulatory authority has approved or disapproved the information contained herein.