Coeur d'Alene Mines Corporation (NYSE:CDE) made an offer to acquire Orko Silver Corp. (TSXV:OK) from Sprott Asset Management, LP, Van Eck Associates Corporation and others for approximately CAD 360 million on February 13, 2013. As on February 20, 2013, Coeur d'Alene Mines Corporation signed a definitive agreement to acquire Orko Silver Corp. from Sprott Asset Management, LP, Van Eck Associates Corporation and others. Under the terms of Coeur’s proposal, the shareholders ... of Orko may elect to receive either CAD 2.6 in cash or 0.1118 of Coeur's common stock or a combination of 0.0815 Coeur's common stock and CAD 0.70 in cash. In all these three options, Orko shareholders will also receive 0.01118 Coeur warrant for every Orko share. Coeur will pay 74% of the consideration through stock and the rest 26% will be paid through cash. Coeur will utilize its existing cash worth CAD 100 million for the cash consideration. Orko Silver will pay a termination fee of CAD 11.6 million to Coeur in certain circumstances. In conjunction with the Coeur proposal, Coeur has proposed to provide Orko with a CAD 11.6 million convertible loan to finance the First Majestic termination fee. The transaction will be carried out by way of a court-approved plan of arrangement and will require the approval of at least 66 2/3% of the votes cast by the shareholders of Orko, at a special meeting expected to take place in April 2013. The transaction is also subject to approval of the TSX-V, listing of shares to be issued as consideration in the deal on the TSX and the NYSE, antitrust clearances, dissenters rights limited to 5%. The Board of Directors of Orko termed this offer as superior proposal. The offer has been approved by the Board of Directors of Coeur and no further corporate or shareholder approvals are required by Coeur to complete the transaction. The Board of Directors of Orko has unanimously approved the deal. Coeur’s proposal is not conditional on any financing. The transaction is expected to close in April 2013. The transaction will be accretive to Coeur's NAV and total mineral resources per share. The Board of Directors of Orko termed this offer as superior proposal. The offer has been approved by the Board of Directors of Coeur and no further corporate or shareholder approvals are required by Coeur to complete the transaction. Coeur’s Proposal is not conditional on any financing. The transaction is expected to close in the second quarter of 2013. The transaction will be accretive to Coeur's NAV and total mineral resources per share. On March 12, 2013, Coeur d'Alene Mines Corporation and Orko Silver Corp. entered into an amended definitive agreement. Under the terms of amended definitive agreement, each warrant to purchase common shares of Coeur to be issued to holders of Orko Shares shall be exercisable on a cashless exercise basis only. It was also determined that it was not commercially reasonable to proceed with the exchangeable share structure and hence, Coeur shall retain the right to acquire the Orko Shares directly. As on April 10, 2013, 99.72% of the Orko Shares represented at Orko's special shareholders' meeting voted in favor of the special resolution approving the deal. Orko will apply for a final order of the Supreme Court of British Columbia approving the deal on April 12, 2013 and, assuming receipt of court approval and the satisfaction or waiver of all remaining closing conditions, Orko and Coeur expect the deal to be effective on or about April 16, 2013. JPMorgan Chase & Co. (NYSE:JPM) acted as financial advisor, Wes Hall of Kingsdale Shareholder Services Inc. acted as information agent, Gibson, Dunn & Crutcher LLP acted as legal advisors, Tim Lynch and Averell Withers of Joele Frank, Wilkinson Brimmer Katcher acted as public relations advisors and John Turner, Aaron Atkinson, Richard Steinberg, Brad Freelan, Daye Kaba, Mitchell Thaw, Andrew Teehan, Anne Cobbett and Huy Do of Fasken Martineau DuMoulin LLP acted as the legal advisors for Coeur d'Alene Mines Corporation. BMO Nesbitt Burns, Inc. and GMP Securities L.P. acted as the financial advisors and fairness opinion providers for the Board of Directors of Orko. Noordin Nanji of Stikeman Elliott LLP acted as the legal advisor for Orko. BMO Nesbitt Burns, Inc. and GMP Securities L.P. have each provided an opinion to the Board of Directors of Orko that the consideration pursuant to the agreement proposed by Coeur is fair, from a financial point of view, to Orko shareholders. As on April 10, 2013, 99.72% of the Orko Shares represented at Orko's special shareholders' meeting voted in favor of the special resolution approving the deal. Orko will apply for a final order of the Supreme Court of British Columbia approving the deal on April 12, 2013 and, assuming receipt of court approval and the satisfaction or waiver of all remaining closing conditions, Orko and Coeur expect the deal to be effective on or about April 16, 2013.
Read More

Orko Silver Corp. (TSXV:OK) announced that it intends to conduct a private placement of convertible loan for gross proceeds of CAD 11,600,000 on February 13, 2013. The transaction will see participation from Coeur d'Alene Mines Corporation. The agreement for the convertible loan will be signed along with the agreement for acquisition to be signed by Coeur d'Alene Mines Corporation. On February 20, 2013, the company signed the agreement with the investor. On February ... 21, 2013, the company announced that TSX Venture Exchange has accepted the filing for the transaction. The loan is convertible into common shares at a price of CAD 2.25 per common share. The loan will bear no interest and will mature on August 20, 2014.
Read More

Coeur d'Alene Mines Corporation (NYSE:CDE) agreed to acquire Mirasol Argentina S.R.L from Mirasol Resources Ltd. (TSXV:MRZ) for approximately $60 million on December 11, 2012. The consideration consists of $30 million in cash and approximately 1.3 million common shares of Coeur d'Alene Mines. The transaction is supported unanimously by the respective boards of directors of both Coeur and Mirasol. Coeur expects the transaction to close before the end of 2012, subject ... to customary closing conditions. The transaction does not require the approval of the shareholders of either Coeur or Mirasol. BMO Capital Markets acted as financial advisor and Goodmans LLP acted as legal advisor to Coeur in the transaction.
Read More

Sponsored Financial Commentaries

To contact COEUR D'ALENE MINES CORP, please visit . Company data is provided by Capital IQ. Please use this form to report any data issues.

Our data partners will research the update request and update the information on this page if necessary. Research and follow-up could take several weeks. If you have questions, you can contact them at bwwebmaster@businessweek.com.