TORONTO June 16, 2026 /BusinessWire: Agnico Eagle Mines Limited (NYSE: AEM, TSX: AEM) (“Agnico Eagle”) and Rupert Resources Ltd (TSX: RUP, OTCQX: RUPRF, FSE:R05) (“Rupert”) today announced the successful completion of the previously-announced plan of arrangement (the “Arrangement”) under the provisions of the Business Corporations Act (British Columbia) pursuant to which, among other things, Agnico Eagle acquired all of the issued and outstanding common shares of Rupert (the “Shares”) that it did not already own (the “Transaction”).
Pursuant to the Arrangement, each Share was exchanged for: (i) 0.0401 of a common share of Agnico Eagle (the “Share Consideration”); and (ii) contingent consideration of up to C$3.00, in the form of a contingent value right (a “CVR”, and together with the Share Consideration, the “Consideration”), that is payable in cash upon certain milestones being achieved over the 10 year term of the CVR, all as more particularly described in Rupert’s management information circular dated May 7, 2026 (the “Circular”).
As a result of the completion of the Transaction, it is expected that the Shares will be de-listed from the Toronto Stock Exchange (the “TSX”) and withdrawn from quotation on the OTCQX Best Market of the OTC Markets Group (the “OTCQX”) shortly after the date hereof and Rupert will promptly apply to the applicable Canadian securities regulators to cease to be a reporting issuer (or equivalent) under applicable Canadian securities laws.
Further details regarding the Transaction are included in the Circular, a copy of which is available under Rupert’s issuer profile on SEDAR+ at www.sedarplus.ca.
Action Required by Rupert Shareholders
Registered holders of Shares are reminded to submit a duly completed Letter of Transmittal and the share certificate(s) and/or direct registration system statement(s), as applicable, representing their Shares to Computershare Investor Services Inc. (“Computershare”), the depositary for the Arrangement, to receive the Consideration they are entitled to under the Arrangement. If you have questions or require further information about the procedures to complete your Letter of Transmittal, please contact Computershare by telephone at 1 (800) 564-6253 (toll-free in North America) or (514) 982-7555 (outside North America), by facsimile at (905) 771-4082 or by email at corporateactions@computershare.com.
Non-registered holders of Shares are not required to submit a Letter of Transmittal. Non-registered holders of Shares will receive the Consideration they are entitled to through the intermediary in whose name their Shares are held and should contact such intermediary for assistance and instructions in depositing their Shares.
Listing of CVRs
As previously announced, the CVRs issuable to Rupert securityholders pursuant to the Arrangement have received conditional listing approval from the TSX. The listing, which will be the first of its kind on the TSX, will enable trading of the CVRs on the TSX and is expected to provide holders with enhanced liquidity and price discovery. The CVRs will trade under the symbol “AEM.CV”.
In connection with the listing of the CVRs, Agnico Eagle will provide an undertaking to the TSX to provide specified public disclosure in respect of the CVRs, as follows:
The TSX’s conditional approval is being provided on a discretionary basis pursuant to the TSX Sandbox program, which is designed to facilitate listing applications for novel securities such as the CVRs. The CVRs will exit the TSX Sandbox upon satisfaction of certain conditions, including continued compliance by Agnico Eagle with the TSX’s standard listing requirements and payment to holders in respect of the first milestone under the CVRs.
Listing of the CVRs remains subject to satisfaction of certain conditions, including the TSX’s minimum public distribution requirements. Subject to the satisfaction of these conditions, CVRs are expected to commence trading on June 18, 2026.
