Examples of Yamana Shareholders in a sentence
The following is a summary of the principal reasons for the unanimous recommendation of the Yamana Board that Yamana Shareholders vote IN FAVOUR of the Arrangement Resolution:·Significant premium.
Subject to the foregoing, there are no securities of Yamana or of any of its material subsidiaries outstanding which have the right to vote generally (or are convertible into or exchangeable for securities having the right to vote generally) with the Yamana Shareholders on any matter.
In lieu of any such fractional Gold Fields Share or fractional Gold Fields ADS, each Yamana Shareholder otherwise entitled to a fractional interest in a Gold Fields Share or Gold Fields ADS will be entitled to receive a cash payment equal to an amount representing such Yamana Shareholder’s proportionate interest in the net proceeds from the sale by the Depositary on behalf of all such Yamana Shareholders of the Gold Fields Excess Shares.
Following the Effective Time, the Depositary shall, on behalf of the former Yamana Shareholders, sell the Gold Fields Excess Shares at the then prevailing prices on the JSE and NYSE, as applicable.
Until the net proceeds of such sale or sales have been distributed to former Yamana Shareholders, the Depositary shall hold such proceeds in trust for such former Yamana Shareholders (the “Gold Fields Share Trust”).
As of the date hereof, there are no outstanding bonds, debentures or other evidences of indebtedness of Yamana or any of the Yamana Material Subsidiaries having the right to vote with the Yamana Shareholders on any matter.
The Arrangement will allow Yamana Shareholders to crystallize value for their Yamana Shares and benefit from upside appreciation from further growth and the potential re-rating of the Combined Company’s portfolio as the Combined Company is expected to benefit from peer-leading positioning on key performance metrics such as asset life and production growth relative to the other major gold producers.
The Yamana Shareholders will be asked to consider and, if thought appropriate, approve the RTO Resolution thereby approving jointly the Proposed Transaction and the Financing.
Upon closing of the Transaction, it is anticipated that Gold Fields Shareholders and Yamana Shareholders will own approximately 61% and 39% of the Combined Group, respectively.The acquisition of Yamana by Gold Fields significantly strengthens the ability of the combined company (the “Combined Group”) to deliver on Gold Fields’ three strategic pillars: maximizing asset potential; advancing ESG commitment; and growing the value and quality of its asset portfolio.
In addition to representing a compelling value as at November 3, 2022, the Consideration offers Yamana Shareholders the opportunity to benefit from potential appreciation in the share prices of Pan American and Agnico due to the positive impacts of the Arrangement on their respective businesses, including potential synergies.·Crystallization of material share price outperformance and historically high exchange ratio versus each of Agnico and Pan American.