Filed by Agnico-Eagle Mines Limited |
Pursuant to Rule 165 and Rule 425 under |
the United States Securities Act of 1933, as amended |
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Filing Company: Agnico-Eagle Mines Limied |
Commission File No. 001-13422 |
Date: May 13, 2005 |
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Building from Strength
Riddarhyttan Presentation
May 2005
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No Offer / Forward Looking Statement |
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Certain statements contained in this presentation constitute forward-looking statements including within the meaning of the United States Private Securities Litigation Reform Act of 1995. In this presentation, the words anticipate, expect, estimate, forecast, plan and similar words and expressions are intended to identify forward-looking statements. Such statements reflect Agnico-Eagles views at this time with respect to future events and are subject to certain risks, uncertainties and assumptions. Many factors could cause the actual results to be materially different from those expressed or implied by such forward-looking statements, including, among others, those discussed under the heading Risk Factors in Agnico-Eagles Annual Information Form and Annual Report on Form 20-F for the year ended December 31, 2004. Agnico-Eagle does not intend, and does not assume any obligation, to update these forward-looking statements.
This presentation does not constitute an offer to purchase or sell or a solicitation of an offer to sell or purchase shares of Riddarhyttan or Agnico-Eagle. The Offer will be made to any person in the United States or America, its possessions and other areas subject to its jurisdiction or to, or for the account or benefit of, a U.S. person (as defined in Regulation S under the United States Securities Act of 1933, as amended) solely under the registration statement, offer to purchase, prospectus and other offer documents that Agnico-Eagle expects to file with the United States Securities and Exchange Commission. U.S. investors and security holders are advised to read these documents carefully when they become available, because they will include important information regarding the Offer. At that time, investors and stockholders may obtain a free copy of the offer to purchase, prospectus, the related letter of transmittal and certain other offer documents from the Securities and Exchange Commissions website at www.sec.gov. Free copies of these documents can also be obtained by directing a request to Agnico-Eagle. YOU SHOULD READ THE OFFER TO PURCHASE, PROSPECTUS AND OTHER OFFER DOCUMENTS CAREFULLY BEFORE MAKING A DECISION CONCERNING THE OFFER.
Acquisition of Riddarhyttan
Transaction Details
Agnico-Eagle currently owns approximately 14% of Riddarhyttan
Agnico-Eagle intends to acquire all outstanding shares of Riddarhyttan not already owned for U.S.$129.4 million
Agnico-Eagle to exchange 0.1137 of its common shares for each Riddarhyttan share (10.3 million common shares of Agnico-Eagle)
Premium of 27.3% to Riddarhyttan shareholders (based on May 11 closing prices)
No due diligence condition
Subject to Agnico-Eagle acquiring at least 90% of all shares
Unanimously supported by Riddarhyttan Board of Directors
Offer document to be mailed after regulatory review
About Riddarhyttan
Approximately 105.7 million Riddarhyttan shares outstanding
No options
No warrants
Listed on Stockholm Stock Exchange; May 11th close SEK8.05/share
Net cash of $US 5.9 million and no debt (as at March 31, 2005)
Agnico-Eagle team began to look at Riddarhyttan approximately 3 years ago
Key project Suurikuusikko Advanced Gold Exploration Project in Northern Finland
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Riddarhyttans Suurikuusikko Project
Riddarhyttan owns 102 contiguous claims in the area
Claims cover 15 km strike length shear zone
Suurikuusikko strike length currently greater than 4 km
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Source: GTK, Geological Survey of Finland
Suurikuusikko Project -Northern Finland
Growing Gold Resource
Gold bearing disseminated sulphide deposit
Open at depth and along strike
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Gold |
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Tons |
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Ounces |
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oz/ton |
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(000s) |
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(000s) |
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Indicated Resource** |
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0.164 |
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10,584 |
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1,740 |
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Inferred Resource** |
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0.128 |
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8,377 |
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1,070 |
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** Refer to Appendix A. Source: Riddarhyttan Resources AB
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Why Riddarhyttan?
Agnico-Eagles strategy is to build a multi-mine gold company to strengthen and increase shareholder value
Riddarhyttan is a logical next step in Agnico-Eagles expansion process
Agnico-Eagle is familiar with Riddarhyttan, and has assisted in creating shareholder value
Agnico-Eagle has the expertise to add further significant value
Good fit with stated Agnico-Eagle company values
Gold
Low political risk
Potential to become a gold camp
Consistent with Agnico-Eagles template for growth
Foothold strategy worked well with LaRonde, Goldex
Similar strategy with Riddarhyttan
Meaningful diversification from LaRonde mining camp
Agnico-Eagle believes the challenges and opportunities of Suurikuusikko fit well with its technical and financial abilities
Suurikuusikko is similar in climate, topography and geography to Northern Quebec
Suurikuusikko project has operating and environmental permits
Excellent access and project infrastructure including skilled local workforce
Strong government support in Finland, both local and federal, for the Suurikuusikko project
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Building from Strength
Leveraging our Expertise
LaRonde is operating very well at a steady state of 8,000 tpd.
Low cost production provides solid foundation for future growth
Cash flow from operating activities US$28.1 million in Q1 2005
Expected production growth from LaRonde mining camp
Goldex (production decision June 2005)
Lapa (Phase 1: $30million U/G program underway)
Strong Agnico-Eagle balance sheet
Cash position US$117 million at March 31, 2005
Substantially undrawn credit facility of US$100 million
Technical expertise strong, established team in place
Able to drive internal growth projects/exploration
Critical to acquisition evaluation and success
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Benefits to Riddarhyttan Shareholders
An immediate 27.3% premium to Riddarhyttan shareholders
Riddarhyttan shareholders will gain significantly enhanced liquidity
Agnico-Eagle listed on both the TSX (AGE) and NYSE (AEM)
Approximately US$11 million of shares traded daily
Riddarhyttan shareholders have the opportunity to participate in an excellent growth opportunity in the gold sector
Agnico-Eagle provides the financial capabilities and mining expertise to significantly increase value for all shareholders
Agnico-Eagle has paid dividends for 25 consecutive years
Agnico-Eagle Going Forward
Transaction provides additional gold ounces
Creates exceptional project pipeline, with team in place to develop
Goldex, Lapa, Suurikuusikko and LaRonde II
Meaningful exploration upside from large land position in two gold camps with active exploration programs
Strong balance sheet with LaRonde generating significant cash flow
Will remain unhedged
Uniquely positioned with value drivers in place team, growth projects, balance sheet and proven ability to deliver
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Appendix A
CAUTIONARY NOTE TO UNITED STATES INVESTORS CONCERNING ESTIMATES OF MEASURED, INDICATED AND INFERRED RESOURCES
The terms measured, indicated and inferred mineral resources are terms recognized and required under the securities legislation of certain countries, United States investors are advised that the SEC does not recognize these terms. Inferred mineral resources have a great amount of uncertainty as to their existence and as to their economic and legal feasibility. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category. Estimates of inferred mineral resources may not form the basis of feasibility or other economic studies. United States investors are cautioned not to assume that all or any part of measured or indicated mineral resources will ever be converted into mineral reserves. United States investors are also cautioned not to assume that all or any part of an inferred mineral resource exists or is economically or legally mineable.
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Building from Strength
Riddarhyttan Presentation
May 2005
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