Coeur Enters Into Letter of Intent to Sell Non-Core Assets for up to US$67 Million in Total Consideration
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Coeur d′Alene Mines Corporation (the 'Company? or 'Coeur?)(NYSE:
CDE)(TSX: CDM) today announced that it has entered into a letter of
intent with XDM Royalty Corp. ('XDM?) to sell its interest in the silver
production and reserves from the Endeavor mine in Australia (the
'Endeavor silver stream?) and the royalty from the Cerro Bayo gold and
silver mine in southern Chile (the 'Cerro Bayo royalty?) for up to US$67
million in total cash and XDM equity consideration.
The letter provides that XDM will pay US$45 million in cash and issue
US$10 million in common equity to Coeur at closing, subject to
adjustment for cash flow to Coeur from the Endeavor silver stream since
January 1, 2013 which will be for XDM′s account. The letter also
provides for two additional contingent cash payments totaling US$12
million for the Endeavor silver stream upon achieving certain milestones
related to future potential reserve increases and mine development.
Mitchell J. Krebs, President and Chief Executive Officer of Coeur, said,
'This sale of non-core assets presents a compelling and accretive
transaction for Coeur shareholders. The XDM consideration, even without
the contingent payments, unlocks significant value that has not been
reflected in Coeur′s current share price. The proceeds from this
transaction will provide Coeur with additional capital to selectively
invest in high-return internal and external opportunities, including our
ongoing share repurchase program.?
Of the US$55 million in total consideration payable by XDM to Coeur at
closing, US$40 million is allocated to the Endeavor silver stream and
US$15 million in cash is allocated to the Cerro Bayo royalty.
Closing is currently expected in the second quarter of 2013, subject to
an XDM financing condition and the negotiation and execution of
definitive agreements, in addition to customary conditions. The sale of
the Cerro Bayo royalty is subject to a right of first refusal held by
Mandalay Resources Corporation ('Mandalay?), the owner and operator of
the Cerro Bayo mine. In the event Mandalay exercises its right of first
refusal, XDM would still be obligated to acquire the Endeavor silver
stream.
In May 2005, the Company paid US$44 million for all of the silver
production and reserves (up to 20 million payable ounces) contained at
the Endeavor mine in New South Wales, Australia. As of March 31, 2013,
approximately 102% of the original purchase price has been recovered. In
2012, Endeavor produced 665,816 payable ounces of silver at cash
operating costs of US$17.27 per ounce.
In August 2010, the Company sold its subsidiary that controlled the
Cerro Bayo mine to Mandalay. Under the terms of the agreement, Coeur
received the following consideration: (i) US$6 million in cash; (ii)
17,857,143 common shares of Mandalay; (iii) 125,000 ounces of silver to
be delivered in six equal quarterly installments commencing in the third
quarter of 2011 which had an estimated fair value of US$2.3 million;
(iv) a 2% net smelter royalty on production from the Cerro Bayo mine in
excess of a cumulative 50,000 ounces of gold and 5,000,000 ounces of
silver which had an estimated fair value of US$5.4 million as of
December 31, 2012; and (v) existing value added taxes of US$3.5 million.
As part of the transaction, Mandalay also agreed to pay US$6 million of
reclamation costs associated with Coeur′s nearby Furioso property.
Raymond James Ltd. is acting as financial advisor and Gibson, Dunn &
Crutcher LLP is acting as legal advisor to Coeur d′Alene Mines
Corporation. Haywood Securities Inc. is acting as financial advisor and
Norton Rose Canada ?LLP is acting as legal counselto XDM
Royalty Corp.
About XDM
XDM is a private emerging precious metals streaming and royalty company
that has transformed from an early stage exploration company with a
joint venture in the Solomon Islands with AngloGold Ashanti (70%
AngloGold / 30% XDM). XDM′s strategy is to become cash flow positive
through the acquisition of a diversified portfolio of various precious
metal streams/royalties, targeting small to mid-sized assets with
precious metal streams. Recently, XDM acquired a 1.0% net smelter
royalty on Gold Standard′s Railroad Project in Nevada. XDM has a team of
senior professionals and board members led by Oliver Lennox-King,
Executive Chairman and Director, and Will Ansley, Chief Operating
Officer.
About Coeur
Coeur d′Alene Mines Corporation is the largest U.S.-based primary silver
producer and a growing gold producer. The Company has four precious
metals mines in the Americas generating strong production, sales and
cash flow in continued robust metals markets. Coeur produces from its
wholly owned operations: the Palmarejo silver-gold mine in Mexico, the
San Bartolom? silver mine in Bolivia, the Rochester silver-gold mine in
Nevada and the Kensington gold mine in Alaska. The Company also conducts
ongoing exploration activities in Mexico, Argentina, Nevada, Alaska and
Bolivia. In addition, the Company owns strategic investment positions in
eight silver and gold development companies with projects in North and
South America.
Cautionary Statement
This news release contains forward-looking statements within the meaning
of securities legislation in the United States and Canada and which are
based on the expectations, estimates and projections of management of
the parties as of the date of this news release unless otherwise stated.
Forward-looking statements are generally identifiable by use of the
words 'expect?, 'anticipate?, 'continue?, 'estimate?, 'objective?,
'ongoing?, 'may?, 'will?, 'project?, 'should?, 'believe?, 'plans?,
'intends? or the negative of these words or other variations on these
words or comparable terminology. More particularly, and without
limitation, this news release contains forward-looking statements and
information concerning expectations regarding the consideration to be
received pursuant to the transaction, the ability of Coeur and XDM to
negotiate and execute definitive agreements for the transaction, the
ability of XDM to obtain financing for the transaction, the ability of
the parties to consummate the transaction on the terms and in the manner
contemplated thereby, the anticipated benefits of the transaction, the
timing and anticipated receipt of required regulatory approvals for the
transaction, and the intended use of proceeds received from the
transaction. Such forward-looking statements involve known and unknown
risks, uncertainties and other factors which may cause actual results,
performance or achievements to be materially different from any future
results, performance or achievements expressed or implied by the
forward-looking statements. Such factors include, among others, the
uncertainties and risk factors set out in filings made from time to time
with the United States Securities and Exchange Commission, and the
Canadian securities regulators, including, without limitation, Coeur′s
most recent reports on Form 10-K and Form 10-Q. Actual results,
developments and timetables could vary significantly from the estimates
presented. Readers are cautioned not to put undue reliance on
forward-looking statements. Coeur disclaims any intent or obligation to
update publicly such forward-looking statements, whether as a result of
new information, future events or otherwise. Additionally, Coeur
undertakes no obligation to comment on analyses, expectations or
statements made by third parties in respect of Coeur, its financial or
operating results or its securities.
Coeur d′Alene Mines Corporation
Wendy Yang, 208-665-0345
Vice
President, Investor Relations
or
Stefany Bales, 208-667-8263
Director,
Corporate Communications
www.coeur.com