Placer Dome Inc. Responds to Barrick Gold's Application to Strike Down Shareholder Rights Plan

Strategic Insights -

Placer Dome Inc., a global gold mining company, has released a statement in response to Barrick Gold Corporation's application to the British Columbia Securities Commission to strike down Placer Dome's shareholder rights plan. Placer Dome's President and Chief Executive Officer, Peter Tomsett, stated that the company is in active discussions with several parties regarding potential value-enhancing transactions. However, he noted that Barrick's application seeks to prematurely end Placer Dome's value-enhancing process and deny shareholders the opportunity to consider alternative transactions.

Key Takeaways:

  • Placer Dome has a shareholder rights plan in place since 1990, which has received shareholder approval on numerous occasions.
  • The current rights plan was adopted in 2004 and received approval from 79% of shareholders.
  • Placer Dome believes that Barrick's offer is not a "Permitted Bid," as it does not meet the required standards to ensure fair treatment of shareholders.
  • The company is in active discussions with multiple parties regarding potential value-enhancing transactions.
  • Placer Dome's Board of Directors is carrying out an ongoing process to generate an alternative transaction to the Barrick offer.
  • The company has entered into confidentiality agreements with several interested parties and provided non-public financial and operating information.

Statistics:

  • Placer Dome has 16 mining operations in seven countries, employing over 13,000 people.
  • The company's shares trade on the Toronto, New York, Swiss, and Australian stock exchanges, and Euronext-Paris, under the symbol PDG.
  • The current rights plan has been in place since February 26, 2004, and received shareholder approval on May 5, 2004.
  • The "Permitted Bid" provisions of Placer Dome's Rights Plan require an offer to be open for at least 60 days, meet other standards to ensure fair treatment of shareholders.
  • Barrick Gold Corporation's offer did not meet the "Permitted Bid" standards, but was still accepted by the company.

Sources:

  • "Placer Dome Inc. Responds to Barrick Gold Corporation's Application" (CCNMatthews via COMTEX, Dec 5, 2005)
  • Placer Dome Inc. website, www.placerdome.com
  • Placer Dome's Directors' Circular, dated November 23, 2005
  • Solicitation/Recommendation Statement on Schedule 14D-9, filed with the SEC on November 23, 2005