Agnico Eagle Mines and Rupert Resources announced the completion of their previously announced plan of arrangement, under which Agnico Eagle acquired all issued and outstanding Rupert common shares it did not already own.
Following the transaction, Rupert will continue under Agnico Eagle’s ownership. Rupert is a gold exploration and development company focused on advancing the Ikkari project in the Central Lapland Greenstone Belt of Northern Finland.
Under the terms of the arrangement, each Rupert common share was exchanged for 0.0401 of an Agnico Eagle common share and contingent consideration of up to C$3.00 in the form of a contingent value right.
The contingent value right is payable in cash if certain milestones are achieved over its 10-year term.
As a result of the transaction, Rupert shares are expected to be delisted from the Toronto Stock Exchange and withdrawn from quotation on the OTCQX Best Market shortly after the closing. Rupert is also expected to apply to Canadian securities regulators to cease being a reporting issuer under applicable Canadian securities laws.
Registered Rupert shareholders must submit a completed letter of transmittal and applicable share certificates or direct registration system statements to Computershare Investor Services, the depositary for the arrangement, to receive the consideration.
Non-registered shareholders are not required to submit a letter of transmittal and will receive their consideration through the intermediary holding their shares.
Agnico Eagle also announced that the contingent value rights issuable to Rupert securityholders have received conditional listing approval from the Toronto Stock Exchange. The listing is expected to be the first of its kind on the TSX and is intended to provide holders with enhanced liquidity and price discovery.
The CVRs are expected to trade under the symbol AEM.CV, subject to satisfaction of applicable listing conditions, including minimum public distribution requirements. Trading is expected to begin on June 18, 2026, if those conditions are satisfied.
In connection with the listing, Agnico Eagle will provide quarterly reporting on material developments related to the mining rights acquired from Rupert and annual disclosure of the number of ounces of gold in mineral reserves on the acquired property in its annual mineral resources and reserves statement.
The TSX’s conditional approval is being provided through the TSX Sandbox program, which is designed to support listing applications for novel securities such as the CVRs.
Agnico Eagle is Canada’s largest mining company and the second-largest gold producer in the world, with operating mines in Canada, Australia, Finland, and Mexico. The company is also advancing a pipeline of development projects in those regions.
