Mr. Tony Makuch reports
INDEPENDENT PROXY ADVISORY FIRMS ISS AND GLASS LEWIS RECOMMEND KIRKLAND LAKE GOLD SHAREHOLDERS VOTE FOR THE DETOUR GOLD ACQUISITION
Leading independent proxy advisers Institutional Shareholder Services Inc. (ISS) and Glass, Lewis & Co. LLC have both recommended that Kirkland Lake Gold Ltd.'s shareholders vote for the share issuance in connection with Kirkland Lake Gold's proposed acquisition of Detour Gold Corp. by way of a plan of arrangement.
On November 24, 2019, Kirkland Lake Gold and Detour Gold entered into an arrangement agreement pursuant to which Kirkland Lake Gold will acquire all of the issued and outstanding common shares of Detour Gold on the basis of 0.4343 of a Kirkland Lake Gold common share for each Detour Gold common share held. Upon completion of the Arrangement, existing Kirkland Lake Gold and Detour Gold shareholders are expected to own approximately 73% and 27% of the outstanding shares of the pro forma company, respectively.
Following its assessment of the Arrangement, ISS stated, among other things: "The transaction makes strategic sense as it will add a long-life, high-quality asset to Kirkland's portfolio, and will strengthen the company's position as a senior gold producer with significant free cash flow. Furthermore, the company will emerge with a strengthened balance sheet and capital markets profile with a much larger reserve base and an extended mineral reserve life index."
Glass Lewis noted, among other things, the following:
"The acquisition of Detour will significantly enhance Kirkland's mineral reserve base, complements Kirkland's existing operating profile and provides additional exploration upside as Kirkland plans to conduct extensive drilling at highly prospective targets within Detour's land position."
"We find the proposed arrangement both strategically and financially compelling, and structured in a reasonable manner for Kirkland shareholders. The board appears to have adequately considered the Company's strategic alternatives and reasonably determined that an acquisition of Detour represents the best path forward to enhance shareholder value."
"The combined company will have complementary assets, incremental financial and operational scale, and various opportunities to realize incremental value for shareholders, including through the further optimization of the Detour Lake mine, exploration activities on highly-prospective targets within Detour's land position, and the potential realization of meaningful synergies."
Welcoming the favourable recommendations, Tony Makuch, President and Chief Executive Officer of Kirkland Lake Gold, commented: "We are pleased that the leading proxy advisors have unanimously endorsed this deal and encourage all shareholders to vote FOR the Detour Gold acquisition in advance of the January 24th deadline. We remain committed to the full, fair and final terms of the transaction, which we strongly believe are in the best interests of both sets of shareholders."
KIRKLAND LAKE GOLD MEETING
Kirkland Lake Gold's special meeting (the "Meeting") of shareholders in connection with the Arrangement is scheduled for 11:00 a.m. (Toronto time) on January 28, 2020 at TSX Exchange Tower, 130 King Street West, Toronto, Ontario, Canada M5X 1C9. At the Meeting, Kirkland Lake Gold shareholders will be asked to consider and vote on an ordinary resolution authorizing the issuance by the Company of up to 77,407,217 Kirkland Lake Gold common shares pursuant to the Arrangement.
THE DEADLINE TO VOTE YOUR SHARES IS 11:00 A.M. (TORONTO TIME) ON JANUARY 24, 2020.
Shareholders who have questions or require assistance voting their shares, should contact Kingsdale Advisors, the Company's strategic shareholder advisor and proxy solicitation agent, by telephone at 1.877.659.1821 toll-free in North America (+1.416.867.2272 for collect calls outside of North America) or by e-mail at firstname.lastname@example.org, or your professional advisor.
The Company's management information circular outlines the benefits for Kirkland Lake Gold shareholders and the risks related thereto and provides details about the Arrangement, including details on how shareholders can vote their Kirkland Lake Gold shares.
For a more detailed description of the Arrangement, readers should review the Company's management information circular and visit the company's website.
ABOUT KIRKLAND LAKE GOLD LTD.
Kirkland Lake Gold Ltd. is a growing gold producer operating in Canada and Australia that produced 974,615 ounces in 2019, with target production for 2020 of 950,000 to one million ounces. The production profile of the Company is anchored by two high-grade, low-cost operations, including the Macassa Mine 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 with extensive management expertise.
We seek Safe Harbor.
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