Gold Wheaton Advises Holders of Warrants Issued March 5, 2009 of Approaching Warrant Expiry and Election Deadline
The March 2009 Warrants are set to expire at 5:00 p.m. (Vancouver time) on March 5, 2011. Pursuant to the terms of the March 2009 Warrant Indenture, the expiry is extended to the next business day. Any March 2009 Warrants remaining unexercised after the extended expiration deadline of 5:00 p.m. (Vancouver time) on Monday, March 7, 2011 (the 'Expiry Time') will be cancelled and will thereafter be of no force or effect.
For warrant holders wishing to exercise the March 2009 Warrants, please contact your investment advisor or the Warrant Agent for detailed instructions on how to exercise.
As announced on January 6, 2011, Gold Wheaton signed a definitive arrangement agreement (the 'Arrangement Agreement') with Franco-Nevada Corporation (TSX: FNV) ('Franco-Nevada') whereby Franco-Nevada will acquire the issued Gold Wheaton common shares that it does not already own for a combination of Franco-Nevada shares and cash by way of a court approved Plan of Arrangement. The Arrangement Agreement provides Gold Wheaton shareholders (other than Franco-Nevada) with the option to elect to receive for each Gold Wheaton common share they hold: (i) a cash payment in the amount of C$5.20 (the 'Cash Consideration'); or (ii) 0.1556 of a common share of Franco-Nevada (the 'Share Consideration'), subject to caps and pro-ration.
Pursuant to the Arrangement Agreement, a holder of Gold Wheaton common shares who wishes to elect to receive the Share Consideration (subject to caps and pro-ration) for each Gold Wheaton common share, must elect to do so on or before March 4, 2011, failing which they will be deemed to have elected to receive the Cash Consideration (subject to caps and pro-ration) for each Gold Wheaton common share. A holder of Gold Wheaton common shares must make the election to receive the Share Consideration by duly signing and delivering to Computershare Investor Services Inc. (the 'Depositary') a Letter of Transmittal and Election form together with the certificate(s) representing their Gold Wheaton common shares on or before 4:30 p.m. (Vancouver time) on March 4, 2011 (the 'Election Deadline'). A copy of the Letter of Transmittal and Election form is available under Gold Wheaton's profile at www.sedar.com (filed on February 9, 2011) or from the Depositary.
A registered holder of March 2009 Warrants who wishes to elect to receive the Share Consideration must exercise their March 2009 Warrants, make the election before the Election Deadline of March 4, 2011 and should contact their investment advisor and/or the Warrant Agent to make arrangements for the certificate(s) representing the Gold Wheaton common shares which they are entitled to receive on the due exercise of their March 2009 Warrants to be delivered to the Depositary (and not delivered to such holder) together with their duly executed Letter of Transmittal and Election form in connection with such Gold Wheaton common shares.
Gold Wheaton common shares issued pursuant to March 2009 Warrants exercised after the Election Deadline and before the Expiry Time will be deemed to have elected to receive the Cash Consideration under the Plan of Arrangement. Please contact your investment advisor or the Warrant Agent for detailed instructions on how to exercise.
Closing of the Plan of Arrangement transaction is subject to customary conditions, including approval by two thirds of the votes cast by the shareholders of Gold Wheaton and additional approval of the majority of the minority shareholders excluding Franco-Nevada at a special meeting of shareholders to be held on March 8, 2011 and receipt of court approval. A copy of Gold Wheaton's management information circular dated February 4, 2011 is available under Gold Wheaton's profile at www.sedar.com. The transaction is expected to close on or about March 14, 2011 (i.e. after the expiry of the March 2009 Warrants).
The address for the Depositary for mail delivery of the Letter of Transmittal and Election form is P.O. Box 7021, 31 Adelaide Street E., Toronto, Ontario, M5C 3H2 Attention: Corporate Actions and for deliveries by registered mail, hand delivery or courier is 100 University Avenue, 9th Floor, Toronto, Ontario, M5J 2Y1, Attention: Corporate Actions. Any questions and requests for assistance may be directed to Computershare Investor Services Inc., Corporate Actions Department, at the following telephone number or email address: Toll-free Telephone: 1-800-564-6253 and e-mail: corporateactions@computershare.com
About Gold Wheaton
Gold Wheaton is a gold company with 100% of its operating revenue from the sale of gold and precious metals produced by others. The streams include production from Quadra FNX's Sudbury operations and First Uranium Corporation's Mine Waste Solutions and Ezulwini operations.
The Company's shares are listed on the TSX Exchange under the symbol 'GLW' with 163,911,342 shares issued and outstanding.
Cautionary Note Regarding Forward-Looking Statements
Safe Harbor Statement under the United States Private Securities Litigation Reform Act of 1995: Except for the statements of historical fact contained herein, the information presented constitutes 'forward-looking statements' within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements, involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Gold Wheaton to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among other risks, risks related to the completion of the arrangement with Franco-Nevada, risks related to the integration of acquisitions, risks related to international operations, risks related to joint venture operations, the actual results of current exploration activities, actual results of current reclamation activities, conclusions of economic evaluations and changes in project parameters as plans continue to be refined, future prices of gold or uranium, the timing and amount of estimated future production and the costs thereof; capital expenditures; the availability of any additional capital required to bring future projects into production; future prices of commodities; the failure of plant, equipment or processes to operate as anticipated; accidents; labour disputes; delays in obtaining governmental approvals, permits or financing or in the completion of development or construction activities; currency fluctuations, as well as those factors discussed in the section entitled 'Description of Business - Risk Factors' in Gold Wheaton's Annual Information Form dated May 11, 2010 as filed on SEDAR. Although Gold Wheaton has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.
Contacts:
Gold Wheaton Gold Corp.
David Cohen
+1.778.373-0107
+1.604.434-1487 (FAX)
info@goldwheaton.com
www.goldwheaton.com