Kirkland Lake Gold Ltd. (“
Kirkland Lake Gold” or
the “
Company”) (TSX:KL) (NYSE:KL) (ASX:KLA) today
announced that at a special meeting of shareholders held earlier
today (the “
Meeting”), the Company’s shareholders
voted in favour of the arrangement resolution (the
“
Kirkland Arrangement Resolution”) approving the
proposed merger of equals whereby all of the issued and outstanding
shares of the Company (the “
Kirkland Shares”) will
be acquired by Agnico Eagle Mines Limited (“
Agnico
Eagle”) for common shares of Agnico Eagle (the
“
Agnico Shares”) in a merger of equals for
consideration per Kirkland Share equal to 0.7935 of an Agnico Share
(the “
Arrangement”).
186,840,773 Kirkland Shares, representing
approximately 70.85% of the issued and outstanding Kirkland Shares
as at the record date, were voted at the Meeting. The Kirkland
Arrangement Resolution was approved by 150,681,106 Kirkland Shares
or approximately 80.65% of votes cast by Kirkland Lake Gold
shareholders either in person or represented by proxy at the
Meeting. The report of voting results will be made available under
the Company’s profile on SEDAR at www.sedar.com and on EDGAR at
www.sec.gov.
In addition to the approval by Kirkland Lake
Gold shareholders, Agnico Eagle shareholders approved the issuance
of Agnico Shares in connection with the Arrangement at a special
meeting of Agnico Eagle shareholders held earlier today.
Tony Makuch, President and Chief Executive
Officer of Kirkland Lake Gold, commented: “We are pleased that our
shareholders have voted in favor of the merger of equals with
Agnico Eagle. Through the merger, we will establish a new leader in
the gold industry, with superior performance, significant financial
strength, an extensive pipeline of development and exploration
projects to support sustainable, low-risk growth and leadership in
key areas of Environmental, Social and Governance. We look forward
to completing the merger, following receipt of final regulatory
approvals, and to moving ahead as the new Agnico Eagle. We believe
this will be a company positioned to generate superior long-term
returns for shareholders going forward. To our shareholders, thank
you for your support; we know it is important to demonstrate the
value we can create with Agnico Eagle and are anxious to get
started!”
The Arrangement is expected to be completed
during the first quarter of 2022, subject to approval by the
Ontario Superior Court of Justice, approval of the Australian
Foreign Investment Review Board (“FIRB Approval”) and satisfaction
or waiver of certain other closing conditions.
For a more detailed description of the
Arrangement, readers should review the Company’s joint management
information circular with Agnico dated October 29, 2021 and visit
https://www.kl.gold/Agnico-Eagle--Kirkland-Lake-Gold-Merger/.
ABOUT KIRKLAND LAKE GOLD
LTD.
Kirkland Lake Gold Ltd. Is a low-cost senior
gold producer operating in Canada and Australia that is targeting
1,300,000 – 1,400,000 ounces of production in 2021. The production
profile of Kirkland Lake Gold is anchored by three high-quality
operations, including the Macassa Mine and Detour Lake Mine, both
located in Northern Ontario, and the Fosterville Mine located in
the state of Victoria, Australia. Kirkland Lake Gold’s solid base
of quality assets is complemented by district scale exploration
potential, supported by a strong financial position, extensive
management expertise and an overriding commitment to safe,
responsible mining.
FOR FURTHER INFORMATION PLEASE
CONTACT
Anthony Makuch, President, Chief Executive Officer
& DirectorPhone: +1
416-840-7884E-mail: tmakuch@kl.gold
Mark Utting, Senior Vice-President, Investor
RelationsPhone: +1 416-840-7884E-mail: mutting@kl.gold
The Toronto Stock Exchange has neither reviewed
nor accepts responsibility for the adequacy or accuracy of this
news release.
Cautionary Note Regarding
Forward-Looking Information
This press release contains statements which
constitute “forward-looking information” within the meaning of
applicable securities laws, including statements regarding the
plans, intentions, beliefs and current expectations of Kirkland
Lake Gold with respect to future business activities and operating
performance. Forward-looking information is often identified by the
words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”,
“anticipate”, “believe”, “estimate”, “expect” or similar
expressions and include information regarding: (i) expectations
regarding the consummation of the proposed Arrangement, including
the receipt and timing of the final order of the Ontario Superior
Court of Justice and FIRB Approval and the conditions associated
with such approvals, the ability of the Company and Agnico Eagle to
satisfy the other conditions to completion of the Arrangement; (ii)
expectations regarding the potential benefits and synergies of the
Arrangement, (iii) expectations regarding the combined company’s
performance, financial strength, pipeline of development and
exploration projects and growth potential; (iv) expectations
regarding future exploration, development and growth potential for
Kirkland Lake Gold’s and Agnico Eagle’s operations; (v)
expectations for other economic, business, and/or competitive
factors; and (vi) the Company’s targeted production in 2021
Investors are cautioned that forward-looking
information is not based on historical facts but instead reflect
Kirkland Lake Gold’s management’s expectations, estimates or
projections concerning future results or events based on the
opinions, assumptions and estimates of management considered
reasonable at the date the statements are made. Although Kirkland
Lake Gold believes that the expectations reflected in such
forward-looking information are reasonable, such information
involves risks and uncertainties, and undue reliance should not be
placed on such information, as unknown or unpredictable factors
could have material adverse effects on future results, performance
or achievements of the combined company. Among the key factors that
could cause actual results to differ materially from those
projected in the forward-looking information are the following: the
ability to consummate the Arrangement; the ability to obtain
requisite court and regulatory approvals and the satisfaction of
other conditions to the consummation of the Arrangement on the
proposed terms and schedule; the ability of Kirkland Lake Gold and
Agnico Eagle to successfully integrate their respective operations
and employees and realize synergies and cost savings at the times,
and to the extent, anticipated; the potential impact of the
Arrangement on exploration activities; the potential impact of the
announcement or consummation of the Arrangement on relationships,
including with regulatory bodies, employees, suppliers, customers
and competitors; the re-rating potential following the consummation
of the Arrangement; changes in general economic, business and
political conditions, including changes in the financial markets;
changes in applicable laws; compliance with extensive government
regulation; and the diversion of management time on the
Arrangement. This forward-looking information may be affected by
risks and uncertainties in the business of Kirkland Lake Gold and
market conditions. This information is qualified in its entirety by
cautionary statements and risk factor disclosure contained in
filings made by Kirkland Lake Gold with the Canadian securities
regulators, including Kirkland Lake Gold’s annual information form,
financial statements and related MD&A for the financial year
ended December 31, 2020, its interim financial reports and related
MD&A for the period ended September 30, 2021 and its joint
management information circular dated October 29, 2021 filed with
the securities regulatory authorities in certain provinces of
Canada and available at www.sedar.com and www.sec.gov.
Should one or more of these risks or
uncertainties materialize, or should assumptions underlying the
forward-looking information prove incorrect, actual results may
vary materially from those described herein as intended, planned,
anticipated, believed, estimated or expected. Although Kirkland
Lake Gold has attempted to identify important risks, uncertainties
and factors which could cause actual results to differ materially,
there may be others that cause results not to be as anticipated,
estimated or intended. Kirkland Lake Gold does not intend, and does
not assume any obligation, to update this forward-looking
information except as otherwise required by applicable law.
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