Pan American Silver Announces Completion of Successful Consent Solicitations with Respect to Yamana Gold Inc.’s 4.625% Senior Notes Due 2027 and 2.630% Senior Notes Due 2031
05 Mayo 2023 - 4:00PM
Business Wire
Pan American Silver Corp. (NYSE: PAAS) (TSX: PAAS) ("Pan
American") today announced that, in connection with the previously
announced consent solicitations of Yamana Gold Inc. ("Yamana"), a
wholly-owned subsidiary of Pan American, holders of a majority of
the aggregate principal amount outstanding of each of Yamana’s
4.625% Senior Notes due 2027 (the "2027 Notes") and Yamana’s 2.630%
Senior Notes due 2031 (the "2031 Notes" and together with the 2027
Notes, the "Notes") have delivered consents to amend the reporting
covenant of the indenture governing those Notes, as contemplated by
the previously announced consent solicitations. As a result, for so
long as the Notes are guaranteed by Pan American or any other
entity that directly or indirectly controls Yamana, reports of Pan
American or of such other controlling entity may be provided in
lieu of reports of Yamana.
The consent solicitations related to the Notes expired as of
5:00 p.m., New York City time, on May 4, 2023 (the "Expiration
Time"). On or before May 11, 2023, Pan American will pay a consent
fee of $1.50 per $1,000 principal amount of Notes to holders who
delivered valid consents prior to the Expiration Time (and did not
validly revoke such consents prior to the withdrawal deadline).
Yamana, Pan American, the other guarantors thereto, Wilmington
Trust, National Association (as Trustee), and Citibank N.A. (as
Securities Administrator), will execute the applicable supplemental
indenture for the Notes to amend the reporting covenant.
This news release is for informational purposes only and does
not amend the consent solicitations, which have expired and were
made solely on the terms and subject to the conditions set forth in
the consent solicitation statement. Further, this news release does
not constitute an offer to sell or the solicitation of an offer to
buy the Notes or any other securities. The consent solicitation
statement does not constitute a solicitation of consents in any
jurisdiction in which, or to or from any person to or from whom, it
is unlawful to make such solicitation under applicable securities
laws. Copies of the consent solicitation statement may be obtained
from D.F. King & Co., Inc., the Information and Tabulation
Agent at (212) 269-5550 (banks and brokers), (877) 714-3310 (all
others, toll free), or email at yamana@dfking.com. Any persons with
questions regarding the consent solicitations relating to the Notes
should contact RBC Capital Markets, LLC, the Solicitation Agent, at
(212) 618-7843, (877) 381-2099 (toll-free) or email at
liability.management@rbccm.com.
About Pan American Silver Corp. and Yamana Gold Inc.
Pan American is principally engaged in the operation and
development of, and exploration for, silver and gold producing
properties and assets. Pan American’s principal products are silver
and gold, although it also produces and sells zinc, lead, and
copper. As at December 31, 2022, Pan American operated mines and
developed mining projects in Mexico, Peru, Canada, Argentina and
Bolivia, and had control over non-producing silver assets in each
of those jurisdictions, in addition to Guatemala and the United
States.
Yamana was a leading Canadian-based precious metals producer
with significant gold and silver production, development stage
properties, exploration properties, and land positions throughout
the Americas, including Canada, Brazil, Chile and Argentina.
Effective March 31, 2023, Pan American, Yamana and Agnico Eagle
Mines Limited completed a court-approved statutory plan of
arrangement under the Canada Business Corporation Act (the
“Arrangement”), pursuant to which, following the acquisition of
Yamana’s Canadian assets by Agnico Eagle Mines Limited, Pan
American acquired all of the issued and outstanding common shares
of Yamana and Yamana became a wholly-owned subsidiary of Pan
American.
The completion of the Arrangement resulted in a transformational
growth in scale for Pan American, adding Yamana’s four producing
mines from Latin America – the Jacobina mining complex in Brazil,
the El Peñón and Minera Florida mines in Chile, and the Cerro Moro
mine in Argentina – plus two development projects in Argentina, to
Pan American’s existing portfolio of eight producing mines and
other non-operating and development projects in the Americas. Pan
American has been operating in the Americas for nearly three
decades, earning an industry-leading reputation for sustainability
performance, operational excellence and prudent financial
management. Pan American is headquartered in Vancouver, B.C. and
its shares trade on the New York Stock Exchange and the Toronto
Stock Exchange under the symbol “PAAS”. Learn more at
panamericansilver.com.
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. Such statements and
information include the timing of the payment of the consent fee by
Yamana and the timing of the execution of the applicable
supplemental indenture. All statements, other than statements of
historical fact, are forward-looking statements or information.
These forward-looking statements and information reflect Pan
American’s current views with respect to future events and are
necessarily based upon a number of assumptions that, while
considered reasonable by Pan American, are inherently subject to
significant operational, business, economic and regulatory
uncertainties and contingencies. Pan American cautions 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 has
made assumptions and estimates based on or related to many of these
factors. Among the key factors that could cause actual results to
differ materially from those projected in the forward-looking
information are those factors identified under the heading “Risk
Factors” in Yamana’s and Pan American’s filings with the SEC and
Canadian provincial securities regulatory authorities,
respectively. Although Pan American has attempted to identify
important factors that could cause actual results to differ
materially, there may be other factors that cause results not to be
as anticipated, estimated, described or intended. Investors are
cautioned against undue reliance on forward-looking statements or
information. Forward-looking statements and information are
designed to help readers understand management’s current views of
our near and longer term prospects and may not be appropriate for
other purposes. Pan American does not intend, nor does it 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 applicable law.
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version on businesswire.com: https://www.businesswire.com/news/home/20230505005482/en/
Siren Fisekci VP, Investor Relations & Corporate
Communications Ph: 604-806-3191 Email: ir@panamericansilver.com
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