-->Stockholders Will Now Have the Opportunity to Choose Among Cash, Senior
Subordinated Notes or Coeur Common Stock COEUR D'ALENE, Idaho, June 3
/PRNewswire-FirstCall/ -- Coeur d'Alene Mines Corporation (NYSE: CDE) today
announced that Coeur will increase its proposal to acquire Wheaton River
Minerals Ltd. (Amex: WHT; TSX: WRM) by C$285 (US$209) million, or C$0.50
(US$0.37) per share in senior subordinated notes or Coeur common stock. Under
the revised proposal, Wheaton River stockholders will now have the right to
elect among cash, notes, or Coeur common stock, as discussed below. Coeur's
increased proposal represents a premium of 16% to Wheaton River's stock price,
based on the closing stock prices of both Coeur and Wheaton River on June 2,
2004. Dennis E. Wheeler, Chairman and Chief Executive Officer of Coeur, stated,
"With strong encouragement from key Wheaton River stockholders, we have decided
to increase our proposal by C$0.50 per share. Our revised proposal represents an
increase of approximately 11% over our initial proposal, a premium of 26% over
the closing price of Wheaton River shares on May 27, 2004, and a premium of 23%
over the value of the proposed transaction with IAMGOLD Corporation (Amex: IAG;
TSX: IMG) on that date. We strongly believe that our revised proposal is not
only superior to the proposed IAMGOLD transaction but that it provides Wheaton
River stockholders an excellent opportunity to participate in the significant
upside potential of a combined Coeur-Wheaton River." Under Coeur's revised
proposal, Wheaton River stockholders will now have the opportunity to elect
among: * Up to C$5.00 per Wheaton River share in cash, subject to a maximum
aggregate cash consideration of C$285 (US$209) million, or C$0.50 per Wheaton
River share if all Wheaton River stockholders elect the cash option; or * Up to
C$5.00 per Wheaton River share in the new senior subordinated notes, subject to
a maximum aggregate consideration of C$285 (US$209) million, or C$0.50 per
Wheaton River share if all Wheaton River stockholders elect the note option. The
notes will have a 9% coupon and a term of seven years. The notes will not be
callable for four years. Wheaton River stockholders will have the option to
elect to receive any or all of this increased consideration in the form of Coeur
common stock. The notes are subject to standard covenants for an issuance of
this type. The Company reserves the right to substitute cash for the increased
consideration of notes or Coeur common stock; or * Coeur common shares or
exchangeable shares of a Canadian subsidiary of Coeur (with value equivalent to
Coeur common stock) with a value of C$5.06 per Wheaton River share based on
Coeur's closing share price on May 27, 2004. Under the offer, warrant and
option holders of Wheaton River will receive an equivalent value of Coeur
warrants and options adjusted to reflect the revised exchange ratio. Mr. Wheeler
continued,"A combination of Coeur and Wheaton River will create a global leader
in the precious metals industry, focused on the Americas, with one of the
highest growth rates in the sector. Our combination will create the fourth
largest North American precious metals company, enhance Coeur's position as the
world's largest primary silver producer, and create a top 10 global gold
producer with among the lowest cash costs in the industry. The combined company,
a totally unhedged precious metals producer, will have a strong balance sheet,
increased financial flexibility, and industry leading trading liquidity on both
the NYSE and TSE, providing excellent value to both Wheaton River and Coeur
stockholders. Based on current trading prices, the NAV multiple of the combined
company would be in line with the average of intermediate producers."As a
result of the initiatives taken by our management, we are now in a strong
financial position, with US$235 million in cash and no net debt. In addition to
our four operations, we have advanced development projects in Bolivia and Alaska
that we expect will double our gold production and increase our silver
production by an additional 45% over the next two years. The market has
recognized this dramatic turnaround and investment opportunity, rewarding our
stockholders with an increase of 128% in the Company's share price from the
beginning of last year, making Coeur one of the best performers in our sector,"
Mr. Wheeler concluded. Mr. Wheeler emphasized that Coeur's management and
financial advisors welcome the opportunity to meet with Wheaton River's Board
and advisors to discuss Coeur's revised proposal. Coeur's revised proposal is
conditional upon either Wheaton River or IAMGOLD stockholders rejecting the
IAMGOLD-Wheaton River transaction at the upcoming meetings of stockholders
currently scheduled for next Tuesday, June 8, 2004, or other termination of the
existing arrangement agreement. The Company noted that Wheaton River has
announced in its Joint Management Information Circular that the deadline for
delivering proxies is 11:00 a.m. ET, Friday, June 4, 2004. Coeur noted that its
revised proposal is not conditional upon due diligence. Consummation of this
proposed transaction will be subject to entering into a definitive agreement
satisfactory to Coeur in a form substantially similar to the existing
arrangement agreement between Wheaton River and IAMGOLD, and customary closing
conditions including the absence of any material adverse change and receipt of
all applicable regulatory, stockholder and court approvals. CIBC World Markets
Inc. is acting as financial advisor to Coeur. Gibson, Dunn & Crutcher LLP and
Stikeman Elliott LLP are acting as legal counsel to Coeur. Figures presented in
this release are based upon approximate current exchange rates for US and
Canadian currency. The exchange rates may vary before consummation of a
transaction. Coeur d'Alene Mines Corporation is the world's largest primary
silver producer, as well as a significant, low-cost producer of gold. The
Company has mining interests in Nevada, Idaho, Alaska, Argentina, Chile and
Bolivia. Cautionary Statement The United States Securities and Exchange
Commission permits mining companies, in their filings with the SEC, to disclose
only those mineral deposits that a company can economically and legally extract
or produce. We use the term"resource" in this press release which the SEC
guidelines strictly prohibit us from including in our filings with the SEC.
Investors are urged to consider closely the disclosure in our Form 10-K for the
year ended December 31, 2003 and Form 10-Q for the quarter ended March 31, 2004.
You can review and obtain copies of that filing from the SEC website at
http://www.sec.gov/edgar.html. This document contains numerous forward-looking
statements relating to the Company's silver and gold mining business. The United
States Private Securities Litigation Reform Act of 1995 provides a"safe harbor"
for certain forward-looking statements. Such forward-looking statements include
the statements above as to the impact of the proposed acquisition on both the
combined entity and the Company's stockholders. Such statements are subject to
numerous assumptions and uncertainties, many of which are outside the Company's
control. These include negotiation and completion of a formal transaction
agreement, governmental regulatory processes, the Company's ability to
successfully integrate the operations of Wheaton River, assumptions with respect
to future revenues, expected mining program performance and cash flows and the
outcome of contingencies. Operating, exploration and financial data, and other
statements in this document are based on information the company believes
reasonable, but involve significant uncertainties as to future gold and silver
prices, costs, ore grades, estimation of gold and silver reserves, mining and
processing conditions, the completion and/or updating of mining feasibility
studies, changes that could result from the Company's future acquisition of new
mining properties or businesses, the risks and hazards inherent in the mining
business (including environmental hazards, industrial accidents, weather or
geologically related conditions), regulatory and permitting matters, risks
inherent in the ownership and operation of, or investment in, mining properties
or businesses in foreign countries, as well as other uncertainties and risk
factors set out in the Company's filings from time to time with the SEC,
including, without limitation, the Company's reports on Form 10-K and Form 10-Q.
Actual results and timetables could vary significantly from the estimates
presented. Readers are cautioned not to put undue reliance on forward-looking
statements. The Company disclaims any intent or obligation to update publicly
these forward-looking statements, whether as a result of new information, future
events or otherwise. This communication is neither an offer to purchase nor a
solicitation of an offer to sell shares of Wheaton River or Coeur. This
communication is not a solicitation of a proxy from any security holder of Coeur
d'Alene Mines Corporation or Wheaton River Minerals Ltd. If a transaction is
agreed upon or an offer commenced, Coeur will file a proxy statement/prospectus
and any other relevant documents concerning the proposed transaction with
Wheaton River with the SEC and the securities commissions or equivalent
regulatory authorities in Canada. YOU ARE URGED TO READ ANY SUCH PROXY
STATEMENT/PROSPECTUS IF AND WHEN IT BECOMES AVAILABLE AND ANY OTHER RELEVANT
DOCUMENTS IF AND WHEN FILED WITH THE SEC AND THE SECURITIES COMMISSIONS OR
EQUIVALENT REGULATORY AUTHORITIES IN CANADA BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION. You will be able to obtain any such proxy statement/prospectus (if
and when it becomes available) and any other documents filed with the SEC free
of charge at the SEC's website, www.sec.gov. In addition, you may obtain the
proxy statement/prospectus (if and when it becomes available) and the other
documents filed by Coeur with the SEC by requesting them in writing from, 400
Coeur d'Alene Mines Building, 505 Front Avenue, Coeur d'Alene, Idaho 83814,
Attn: Investor Relations, tel: (208) 667-3511. Contacts: James A. Sabala Chief
Financial Officer 208-769-8152 Mitchell J. Krebs Vice President Of Corporate
Development 773-255-9808 Joele Frank / Judith Wilkinson Joele Frank, Wilkinson
Brimmer Katcher 212-355-4449 Dan Burch / Steve Balet MacKenzie Partners, Inc.
212-929-5500 SOURCE Coeur d'Alene Mines Corporation
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