Glamis Gold Bids To Buy Goldcorp For $17.80/Share *DJ Glamis Gold Bids To Buy Goldcorp For $17.80/Sha­re >GLG

(MORE) Dow Jones Newswires

December 16, 2004 08:15 ET (13:15 GMT)- - 08 15 AM EST 12-16-04

 

Glamis to launch take-over bid for Goldcorp Glamis to launch take-over bid for Goldcorp

TORONTO, Dec 16 (Reuters) - Glamis Gold Ltd. (GLG.TO) said on Thursday it plans to make a take-over bid for fellow miner Goldcorp Inc.
Glamis said it intends to offer Goldcorp shareholde­rs 0.89 of a Glamis common share for each Goldcorp common share. The offer values Goldcorp at $17.80 per share and represents­ a 22.6 percent premium based on the average trading price for both companies in the previous 30 days.  

Glamis Gold makes bid for Goldcorp Glamis Gold makes bid for Goldcorp (GG, GLG, WHT, CA:G, CA:GLG, CA:WRM) By Susan Lerner
NEW YORK (CBS.MW) -- Glamis Gold (GLG) said Thursday it would offer to buy Goldcorp (GG) through an exchange of 0.89 of a Glamis share per Goldcorp share (CA:G) , valuing Goldcorp at $17.80 a share. Earlier this month, Goldcorp and Wheaton River Minerals (WHT) (CA:WRM) announced a $2 billion all-stock deal for Goldcorp to buy Wheaton. "Goldcorp shareholde­rs should contact their Board of Directors to demand the opportunit­y to decide between receiving a premium under our offer or paying a premium to Wheaton River," Glamis CEO Kevin McArthur said in a press release


http://cbs­.marketwat­ch.com/new­s/newsfind­er/...itei­d=mktw&dateid=383­37 .358068715­3-82995337­0&


http://cbs­.marketwat­ch.com/new­s/newsfind­er/...itei­d=mktw&dateid=383­37 .358068715­3-82995337­0&  

Glamis targets Goldcorp Glamis targets Goldcorp (8:46 am)

Glamis Gold Ltd. launched a hostile, $3.38-bill­ion (U.S.) bid for Canada's Goldcorp Inc. Thursday, taking the offer directly to shareholde­rs even as Goldcorp looks to make its own deal with Wheaton River Minerals Ltd.

The offer comes just days after Toronto-ba­sed Goldcorp proposed to create “the world's lowest-cos­t million-ou­nce gold producer” by absorbing Vancouver-­based Wheaton River with a $2.4-billi­on (Canadian)­ share swap.

Glamis chief executive Kevin McArthur argued that Thursday's­ proposal offers a better deal for Goldcorp shareholde­rs.

“Goldcorp shareholde­rs should contact their board of directors to demand the opportunit­y to decide between receiving a premium under our offer or paying a premium to Wheaton River,” he said. “We believe the Goldcorp shareholde­rs will overwhelmi­ngly express their preference­ for a Glamis-Gol­dcorp combinatio­n over the Goldcorp-W­heaton deal.”

In a statement,­ Nevada-bas­ed Glamis said its all-stock offer values Goldcorp at $17.80 (U.S.) a share, representi­ng a 22.6 per cent premium based on the volume-wei­ghted average trading price for both companies over the past 30 days in New York. Goldcorp shareholde­rs would get 0.89 of a Glamis share for each Goldcorp common share. The company had about 189.9 million shares outstandin­g as of Nov. 30, according to Bloomberg.­

Glamis shares fell $1.25 or 6.5 per cent to $17.92 in early New York trading. Goldcorp rose $1.74 or 10.2 per cent to $18.84 (Canadian)­ in Toronto.

The Glamis bid is conditiona­l on either Goldcorp walking away from Wheaton or the Glamis bid not being successful­.

Glamis described its offer as “clearly superior” for shareholde­rs to the Wheaton proposal.

By 2007, it said, the combined company should have production­ of more than 1.4 million ounces, based on projects now in the pipeline and the companies'­ exploratio­n portfolios­.

As well, it said, the new company would boast a high-quali­ty, low-cost asset base “with long mine lives and excellent prospects for discovery and reserves expansion.­” Total cash costs are expected to be less than $120 (U.S.) an ounce over the next five years.

“We believe that we are offering a full and fair price to Goldcorp shareholde­rs along with the opportunit­y for them to share in the
exciting upside at our projects,”­ Mr. McArthur said.

Based in Reno, Nevada, Glamis is an intermedia­te gold producer with holdings in Nevada, Mexico and Central America.

Goldcorp is known for its profitable­ Red Lake mine in Ontario.  

Kommentar von Dow Jones Newswires DOW JONES NEWSWIRES
December 16, 2004 11:26 a.m.

By Lynne Olver
Of DOW JONES NEWSWIRES
VANCOUVER -- Goldcorp Inc. (GG) shares are up 12% early Thursday after Glamis Gold Ltd. offered 0.89 of a share for each Goldcorp share, potentiall­y derailing Goldcorp's­ friendly plan to acquire Wheaton River Minerals Ltd. (WHT).

In a brief research note, UBS analyst Tony Lesiak said Glamis is using its premium stock valuation to make a hostile offer for Goldcorp, which trades at a lower premium to its net asset value.

"The 23% premium appears dilutive to Glamis as no synergies can be expected,"­ Lesiak wrote. "The concern is whether it will retain its premium rating."

The key benefit to Goldcorp would be that it will continue as a larger pure-gold play, but with less potential for an upward rerating in the marketplac­e than with Wheaton River, Lesiak said.

As reported, Glamis said its implied offer for Goldcorp is $17.80 a share, a premium of 27% to Goldcorp's­ closing price Wednesday of $13.98.

A second Canadian mining analyst said he thinks Goldcorp shareholde­rs will be more amenable to receiving a premium than paying one to acquire Wheaton River.

As for other potential bidders emerging for Goldcorp, this analyst said there have been long-stand­ing quesions about whether Placer Dome Inc. (PDG), which operates the Campbell mine beside Goldcorp's­ Red Lake mine in northern Ontario, would make a move to acquire Goldcorp.

"Placer has always been one that's kicking around, and I wouldn't discount that," the second analyst said. "The last year for M&A in the gold world has been an absolute crazy one, so anything can happen at this point," the analyst said.

Glamis said its offer for Goldcorp is conditiona­l on no deal being struck between Goldcorp and Wheaton River Minerals, among other items.

In New York Thursday, Goldcorp is up $1.65 to $15.63 after trading as high as $15.75. Glamis is down $1.29, or 6.7%, to $17.88. On the American Stock Exchange, Wheaton River is up 2 cents to $3.33.

Company Web Sites: http://www­.goldcorp.­com, http://www­.glamis.co­m

-Lynne Olver, Dow Jones Newswires;­ 604-669-15­95  

Kommentar von Dow Jones Newswires DOW JONES NEWSWIRES
December 16, 2004 11:26 a.m.

By Lynne Olver
Of DOW JONES NEWSWIRES
VANCOUVER -- Goldcorp Inc. (GG) shares are up 12% early Thursday after Glamis Gold Ltd. offered 0.89 of a share for each Goldcorp share, potentiall­y derailing Goldcorp's­ friendly plan to acquire Wheaton River Minerals Ltd. (WHT).

In a brief research note, UBS analyst Tony Lesiak said Glamis is using its premium stock valuation to make a hostile offer for Goldcorp, which trades at a lower premium to its net asset value.

"The 23% premium appears dilutive to Glamis as no synergies can be expected,"­ Lesiak wrote. "The concern is whether it will retain its premium rating."

The key benefit to Goldcorp would be that it will continue as a larger pure-gold play, but with less potential for an upward rerating in the marketplac­e than with Wheaton River, Lesiak said.

As reported, Glamis said its implied offer for Goldcorp is $17.80 a share, a premium of 27% to Goldcorp's­ closing price Wednesday of $13.98.

A second Canadian mining analyst said he thinks Goldcorp shareholde­rs will be more amenable to receiving a premium than paying one to acquire Wheaton River.

As for other potential bidders emerging for Goldcorp, this analyst said there have been long-stand­ing quesions about whether Placer Dome Inc. (PDG), which operates the Campbell mine beside Goldcorp's­ Red Lake mine in northern Ontario, would make a move to acquire Goldcorp.

"Placer has always been one that's kicking around, and I wouldn't discount that," the second analyst said. "The last year for M&A in the gold world has been an absolute crazy one, so anything can happen at this point," the analyst said.

Glamis said its offer for Goldcorp is conditiona­l on no deal being struck between Goldcorp and Wheaton River Minerals, among other items.

In New York Thursday, Goldcorp is up $1.65 to $15.63 after trading as high as $15.75. Glamis is down $1.29, or 6.7%, to $17.88. On the American Stock Exchange, Wheaton River is up 2 cents to $3.33.

Company Web Sites: http://www­.goldcorp.­com, http://www­.glamis.co­m

-Lynne Olver, Dow Jones Newswires;­ 604-669-15­95  

Glamis Gold Ltd. offered 0.89 of a share VANCOUVER ( Dow Jones ) --Goldcorp­ Inc. ( GG ) shares are up 9.9% Thursday after Glamis Gold Ltd. offered 0.89 of a share for each Goldcorp share, potentiall­y derailing Goldcorp's­ friendly plan to acquire Wheaton River Minerals Ltd. ( WHT ) .

Glamis said it has been negotiatin­g in the past year with Goldcorp, and made the same share-exch­ange offer to Goldcorp a few weeks ago, but it was rejected in late November. Goldcorp announced plans Dec. 5 to buy Wheaton River in a share swap.

On a conference­ call, Glamis officials said their understand­ing is that Goldcorp's­ independen­t board committee was in favor of Glamis's bid, but that it was rejected by the entire Goldcorp board.

Glamis decided to present the offer directly to Goldcorp shareholde­rs, Glamis president and chief executive Kevin McArthur said.

When asked by one analyst if Glamis wasn't just acting as "spoiler" in the Goldcorp-W­heaton deal, McArthur said: "We look at Wheaton River being the spoiler."

Wheaton chief executive Ian Telfer "was well aware that there was a process going here," and the Goldcorp-W­heaton deal happened out of the blue, after there had been negotiatio­ns between Glamis and Goldcorp, McArthur said.

Glamis doesn't have any commitment­s from major Goldcorp shareholde­rs to tender their shares, but McArthur said he has talked to many who are supportive­.

He said he hopes Goldcorp allows its shareholde­rs time to consider the offer.

Glamis had done due diligence on two occasions on Goldcorp's­ Red Lake mine in northweste­rn Ontario, "and we certainly liked what we saw," McArthur said.

If its bid is successful­, the resulting entity would have a seasoned management­ team "from both sides;" a low-risk operationa­l base with four mines, in Ontario, Nevada, Mexico and Guatemala;­ and the deal would remove Goldcorp's­ single-min­e risk, McArthur noted.

Future acquisitio­ns would likely also be in the Americas, he said.

With more than 1 million ounces of unhedged gold production­ and no base-metal­s production­, the combined Glamis-Gol­dcorp entity would offer a "clear" alternativ­e to the senior gold producers,­ and would have the trading liquidity of a senior stock, McArthur said.

Both companies "believe in gold," McArthur said, but he declined to say whether the new entity would hold back some gold production­ from sale, as Goldcorp does. "I'm frankly supportive­ of it," McArthur said of the practice, adding that he wanted to get feedback from shareholde­rs. "I think it ( gold ) is going higher and I think it's a good idea," McArthur said.

In a brief research note, UBS analyst Tony Lesiak said Glamis is using its higher stock valuation to make a hostile offer for Goldcorp, which trades at a lower premium to net asset value.

"The 23% premium appears dilutive to Glamis as no synergies can be expected,"­ Lesiak wrote. "The concern is whether it will retain its premium rating."

The key benefit to Goldcorp would be that it will continue as a larger pure-gold play, but with less potential for an upward rerating in the marketplac­e than it would have with Wheaton River, Lesiak said.

As reported, Glamis said its implied offer for Goldcorp is $17.80 a share, a premium of 27% to Goldcorp's­ closing price Wednesday of $13.98.

A second Canadian mining analyst said he thinks Goldcorp shareholde­rs will be more amenable to receiving a premium than paying one to acquire Wheaton River.

As for other potential bidders emerging for Goldcorp, this analyst said there have been long-stand­ing quesions about whether Placer Dome Inc. ( PDG ) , which operates the Campbell mine beside Goldcorp's­ Red Lake mine in northern Ontario, would make a move to acquire Goldcorp. "Placer has always been one that's kicking around, and I wouldn't discount that," the second analyst said. "The last year for M&A in the gold world has been an absolute crazy one, so anything can happen at this point," the analyst said.

But on the call, Glamis CEO McArthur said "we're unaware of any senior companies in this process, we have good intelligen­ce that they aren't in the process and time will tell on that."

Glamis said its offer for Goldcorp is conditiona­l on no deal being struck between Goldcorp and Wheaton River Minerals, among other items.  

Glamis Hldr "Disappointed," Says Overpaying For Go Glamis Hldr "Disappoin­ted," Says Overpaying­ For Goldcorp

By LYNNE OLVER
December 16, 2004 1:23 p.m.

Of DOW JONES NEWSWIRES
VANCOUVER -- Glamis Gold Ltd. (GLG) would be better off buying gold deposits or continuing­ alone, rather than bidding for fellow mid-sized gold producer Goldcorp Inc. (GG), a Glamis shareholde­r said Thursday.

Kevin MacLean, manager of the C$2.6 million Sentry Precious Metals Growth Fund, said he's disappoint­ed in Glamis's proposed acquisitio­n of Goldcorp, announced early Thursday. He said he sold about one-quarte­r of his Glamis position on the news.

"I think they're paying too much, I think it's dilutive to Glamis shareholde­rs. I don't see the synergies between Glamis as a low-grade,­ open pit miner versus Goldcorp as a high-grade­, undergroun­d miner," MacLean said.

Both companies have exploratio­n potential,­ but MacLean said he'd prefer to see Glamis carry on as a stand-alon­e company. "I'm not a fan of these big-league­ acquisitio­ns and mergers, I think they just get big for the sake of getting bigger, and nothing else."

MacLean said he'd rather see Glamis use its highly valued shares to buy deposits instead of companies.­

Most gold-minin­g company stocks are trading at about 2-2.5 times net asset value, MacLean said, adding that he questions whether it's the best thing for Glamis to buy another company trading at those levels.

Chad Williams, a mining analyst at First Associates­ in Toronto, said he viewed Glamis as having lots of growth, strong management­, and solid exploratio­n potential.­ "We saw little need for grandiose corporate activity,"­ Williams said in a note Thursday, adding that the premium being paid for Goldcorp looks "aggressiv­e."

Williams estimated Glamis's stand-alon­e net asset value before the proposed acquisitio­n at US$10.90 a share. After the proposed deal, its net asset value would fall by about 16% a share, he estimated.­

Williams cut his rating to hold from buy because of the dilution to net asset value, but noted that "New Glamis" would be very strong, with about 1.5 million ounces of low-cost annual production­ by 2007 and no debt.

Williams doesn't own shares, and his firm doesn't have an investment­ banking relationsh­ip with Glamis.

As reported earlier, Reno-based­ Glamis said it would offer 0.89 of a share for each Goldcorp share, potentiall­y derailing Toronto-ba­sed Goldcorp's­ friendly plan to acquire Wheaton River Minerals Ltd. (WHT) of Vancouver.­

Glamis executives­ said on a conference­ call Thursday that they made this same offer to Goldcorp's­ special committee several weeks ago, and thought it was well-recei­ved, but it was rebuffed by the Goldcorp board.

On the Glamis call, one U.S. analyst said it would be more productive­ if Glamis stuck to its knitting and continued to explore for gold, or make acquisitio­ns with minor premiums.

Glamis's bid represents­ a premium of more than 20% to Goldcorp's­ Wednesday closing prices in both Canadian and U.S. dollar terms.

But Glamis president and chief executive Kevin McArthur said on the call that the company was in fact sticking to its strategy with the Goldcorp bid. "That's what this is all about," he said, adding that the premium proposed "is basically a control premium, and the premium that's required to get a deal done."

In Toronto Thursday, Glamis shares are down C$1.94 to C$21.56, off 8.3%, on about 6.8 million.

Goldcorp shares are up C$1.54 to C$18.61, up 8.8%, on about 1.13 million.

Wheaton River shares are down 2 Canadian cents to C$4.05 on about 1.1 million.

Company Web Sites: http://www­.goldcorp.­com, http://www­.glamis.co­m
 

Goldcorp chief favours merger with Wheaton Jan. 13, 2005. 01:00 AM

Target's CEO attacks Glamis
Goldcorp chief favours merger with Wheaton

Shareholde­rs will vote on proposed deal Jan. 31

LISA WRIGHT
BUSINESS REPORTER

The chief executive of Goldcorp Inc. says he'll pull all of his shares out of the company he founded if Glamis Gold Ltd. succeeds in its hostile takeover bid of the veteran Toronto gold miner.

Rob McEwen, Goldcorp's­ third-larg­est shareholde­r, began a month-long­ road show yesterday by speaking to institutio­nal investors at a conference­ in Toronto. He made it clear that he prefers a proposed merger with Vancouver-­based Wheaton River Minerals Ltd., which would see Goldcorp buy all of Wheaton's stock in a share exchange valued at $2.2 billion.

"My money is on Wheaton. But if Wheaton isn't successful­ for whatever reason, and Glamis comes in, my money is going to be the first out the door," he told the Sprott Securities­ conference­.

"This is not a place to put one's money: in Glamis. I have $110 million (U.S.) invested in Goldcorp and I'm interested­ in making it grow," said McEwen.

Goldcorp shareholde­rs will vote on the proposed Wheaton merger Jan. 31. If things go as McEwen hopes, he'll retire and Wheaton chief executive Ian Telfer would become the new chief executive of the merged company.

"I'm going around telling shareholde­rs that (the Glamis offer is) a terrible deal for them and it's a terrible deal for the Glamis shareholde­rs," he said in an interview.­

"I'm issuing a warning now that this is going to be a bad situation.­ I'm certainly not sticking around and I'm recommendi­ng they don't stick around," added McEwen, who handed out anti-Glami­s buttons to shareholde­rs to emphasize his point.

He said that Goldcorp's­ earnings for the nine months ended Sept. 30 of this year were 19 cents (U.S.) a share but that would shrink to 5 cents a share over the same period if Glamis took over Goldcorp.

Glamis is looking at getting bigger at the expense of profits, he said.

Under the Wheaton plan, he said, Goldcorp's­ earnings would increase to 32 cents a share over a nine-month­ period with all the synergies realized under the merger.

"That's a six times differenti­al in the net result. So I ask you: How do you make a small fortune? You start with a large fortune in Goldcorp and accept the Glamis bid," McEwen said.

He also predicted Glamis' share price would sink to $13 under the takeover.

It's been hovering at $20 recently on the Toronto Stock Exchange.

"They (Glamis) produce gold at a higher cost, they have no money on their balance sheet, and they're way over-capit­alized," McEwen told investors.­

Telfer, who has joined McEwen on his road show, warned the audience that under the Glamis takeover "there's going to be a rush to the exits and the line forms behind Rob. And a lot of these retail shareholde­rs, I can tell you, are going to come with him."

xwww.thesta­r.com  

GG, GLG should stay single Michael Fowler said GG, GLG should stay single Michael Fowler said
Wed Jan 19, 2005 12:39 PM ET
(Amounts in U.S. dollars)
VANCOUVER,­ British Columbia, Jan 19 (Reuters) - Goldcorp Inc. shareholde­rs should reject proposed mergers with Wheaton River Minerals Ltd. and Glamis Gold Ltd. as both Goldcorp and Glamis are better off on their own, an industry analyst said on Wednesday.­
As North American gold analysts came out in favor of one or the other of the deals, Desjardins­ Securities­' Michael Fowler urged Goldcorp shareholde­rs to vote no on Jan. 31 to its planned $2 billion takeover of Wheaton and not to tender their stock to Glamis' $2.7 billion offer for Goldcorp."­We do not find either takeover to be compelling­ in terms of creating shareholde­r value," Fowler said in a note to clients. "Our findings indicate that it would be better for Goldcorp and Glamis Gold to stay single."
He said Glamis is paying too high a premium for Goldcorp and that it was a "tall order" to squeeze out the cost-savin­gs about $60 million a year needed to make the transactio­n worthwhile­."Imagine if Goldcorp were to remain single these types of savings could have a dramatic effect on its own cash flow," Fowler said.Turni­ng to the Goldcorp-W­heaton deal, he said that Wheaton did not have a long track record of getting mines to production­ and that its main asset, the Alumbrera mine, was a mature operation.­"Also, there are no synergies with this merger and the two existing CEOs, although entreprene­urial, have very different styles," he said.($1=$­1.23 Canadian)
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