Pan American and Agnico Eagle Confirm Termination of the GOLD Fields Transaction and Announce Activation of the Arrangement Agreement with Yamana
PAN AMERICAN AND AGNICO EAGLE CONFIRM TERMINATION OF THE GOLD
FIELDS TRANSACTION AND ANNOUNCE ACTIVATION OF THE
ARRANGEMENT AGREEMENT WITH YAMANA
Vancouver, B.C. and Toronto, Ontario November 8, 2022 – Pan American Silver Corp. (TSX:
PAAS, Nasdaq: PAAS) (“Pan American”) and Agnico Eagle Mines Limited (TSX: AEM, NYSE:
AEM) (“Agnico Eagle”) are pleased to announce that the arrangement agreement with Yamana
Gold Inc. (“Yamana”) which Yamana entered into earlier today (the “ Pan American- Agnico
Arrangement Agreement”) has become effective upon the termination today by Gold Fields
Limited (“Gold Fields”) of the arrangement agreement between Yamana and Gold Fields entered
into on May 31, 2022 (the “Gold Fields Arrangement Agreement”). The Pan American-Agnico
Arrangement Agreement remains the same as previously announced by Pan American and
Agnico Eagle earlier today, November 8, 2022. A copy of the press release issued earlier today
is available under the SEDAR profiles (www.sedar.com) of Pan American and Agnico Eagle.
The previously scheduled special meeting of Yamana shareholders for Monday November 21,
2022 under the Gold Fields Arrangement Agreement will be cancelled, and Yamana will pay a
termination fee of US$300 million to Gold Fields in accordance with the terms of the Gold Fields
Arrangement Agreement . Pursuant to the terms of the Pan American -Agnico Arrangement
Agreement, Pan American shall fund US$150 million in cash to Yamana to pay a portion of such
termination fee.
About Pan American
Pan American owns and operates silver and gold mines located in Mexico, Peru, Canada,
Argentina and Bolivia. It also owns the Escobal mine in Guatemala that is currently not operating.
Pan American provides enhanced exposure to silver through a large base of silver reserves and
resources, as well as major catalysts to grow silver production. Pa n American has a 28-year
history of operating in Latin America, earning an industry -leading reputation for sustainability
performance, operational excellence and prudent financial management.
Learn more at www.panamericansilver.com.
About Agnico Eagle
Agnico Eagle is a senior Canadian gold mining company, producing precious metals from
operations in Canada, Australia, Finland and Mexico. It has a pipeline of high-quality exploration
and development projects in these countries as well as in the United States and Colombia. 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.
Learn more at www.agnicoeagle.com.
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For more information about Pan American or Agnico contact:
Pan American Investor Contact
Siren Fisekci
VP, Investor Relations & Corporate Communications
Phone: 604-806-3191
Email: [email protected]
Agnico Eagle Investor Contact
Jean-Marie Clouet
Corporate Director, Investor Relations
Phone: 416-457-9464
Email: [email protected]
Cautionary Statement Regarding Forward-Looking Statements
Certain of the statements and information in this news release constitute " forward-looking
statements" within the meaning of the United States Private Securities Litigation Reform Act of
1995 and "forward-looking information" within the meaning of applicable Canadian provincial
securities laws. Forward-looking statements and information can be identified by statements that
certain actions, events or results " could", "may", "should", "will" or "would" be taken, occur or
achieved. All statements, other than statements of historical fact, are forward-looking statements
or information. Forward-looking statements or information in this news release relate to, among
other things: the implementation and closing of the transactions contemplated by the Pan
American-Agnico Arrangement Agreement; the cancellation of the special meeting of Yamana
shareholders; the requirement and timing of the US$300 million termination fee payable by
Yamana to Gold Fields; and the timing and availability of further information on the transactions
contemplated by the Pan American-Agnico Arrangement Agreement.
The forward- looking statements and information contained in this news release reflect Pan
American's and Agnico Eagle' s current views with respect to future events and are necessarily
based upon a number of assumptions that, while considered reasonable by Pan American and
Agnico Eagle, are inherently subject to significant operational, business, economic and regulatory
uncertainties and contingencies.
Pan American and Agnico Eagle caution the reader that forward -looking statements and
information involve known and unknown risks, uncertainties and other factors that may cause
actual results and developments to differ materially from those expressed or implied by such
forward-looking statements or information contained in this news release and Pan American and
Agnico Eagle have made assumptions and estimates based on or related to many of these
factors. Such risks, uncertainties and other factors include, among others, the possibility that
transactions contemplated by the Pan American- Agnico Arrangement Agreement will not be
completed in the expected timeframe or at all; shareholder approvals for the Pan American-
Agnico Arrangement Agreement in the expected timeframe or at all; pending or potential litigation
associated with the Pan American -Agnico Arrangement Agreement; and general economic,
business and political conditions. Additional risks, uncertainties and other factors are identified in
Pan American's and Agnico Eagle's most recent form 40-F and Annual Information Forms, and in
their respective subsequent quarterly report filings, which have been filed with the United States
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Securities and Exchange Commission and Canadian provincial securities regulatory authorities,
as applicable.
Although Pan American and Agnico Eagle have attempted to identify important factors that could
cause actual res ults to differ materially from those set out or implied by the forward- looking
statements and information, this list is not exhaustive and there may be other factors that cause
results not to be as anticipated, estimated, described or intended. Investors s hould use caution
when considering, and should not place undue reliance on any, forward -looking statements and
information. Forward -looking statements and information are designed to help readers
understand Pan American's and Agnico Eagle' s current views i n respect of the transaction and
related matters and may not be appropriate for other purposes. Pan American and Agnico Eagle
do not intend, nor do they assume any obligation to update or revise forward-looking statements
or information, whether as a result of new information, changes in assumptions, future events or
otherwise, except to the extent required by law.
This news release does not constitute (and may not be construed to be) a solicitation or offer by
Agnico Eagle, Pan American or any of their res pective directors, officers, employees,
representatives or agents to buy or sell any securities of any person in any jurisdiction, or a
solicitation of a proxy of any securityholder of any person in any jurisdiction, in each case, within
the meaning of applicable laws.