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As Of Filer Filing For·On·As Docs:Size Issuer Agent 10/08/14 Yamana Argentina Holdings B.V. F-10 79:13M Merrill Corp/New/FA Minera Meridian Minerals S. de R.L. de C.V. Yamana Chile Rentista de Capitales Mobiliarios Limitada Minera Meridian Limitada Jacobina Mineracao e Comercio Ltda. Yamana Gold Inc. Mineracao Maraca Industria e Comercio S.A. |
Document/Exhibit Description Pages Size
1: F-10 Registration Statement of a Foreign Private Issuer HTML 2.83M
(Not Effective Immediately)
2: EX-3.1 Articles of Incorporation/Organization or By-Laws HTML 127K
3: EX-3.2 Articles of Incorporation/Organization or By-Laws HTML 59K
4: EX-3.3 Articles of Incorporation/Organization or By-Laws HTML 36K
5: EX-3.4 Articles of Incorporation/Organization or By-Laws HTML 39K
6: EX-3.5 Articles of Incorporation/Organization or By-Laws HTML 56K
7: EX-3.6 Articles of Incorporation/Organization or By-Laws HTML 162K
8: EX-4.1 Instrument Defining the Rights of Security Holders HTML 52K
17: EX-4.13 Instrument Defining the Rights of Security Holders HTML 36K
9: EX-4.2 Instrument Defining the Rights of Security Holders HTML 615K
10: EX-4.3 Instrument Defining the Rights of Security Holders HTML 190K
11: EX-4.4 Instrument Defining the Rights of Security Holders HTML 208K
12: EX-4.5 Instrument Defining the Rights of Security Holders HTML 1.23M
13: EX-4.6 Instrument Defining the Rights of Security Holders HTML 1.11M
14: EX-4.7 Instrument Defining the Rights of Security Holders HTML 827K
15: EX-4.8 Instrument Defining the Rights of Security Holders HTML 545K
16: EX-4.9 Instrument Defining the Rights of Security Holders HTML 475K
18: EX-5.1 Opinion re: Legality HTML 36K
19: EX-5.2 Opinion re: Legality HTML 40K
20: EX-5.3 Opinion re: Legality HTML 50K
21: EX-5.4 Opinion re: Legality HTML 55K
22: EX-5.5 Opinion re: Legality HTML 47K
23: EX-5.6 Opinion re: Legality HTML 61K
24: EX-8.1 Opinion re: Tax Matters HTML 29K
25: EX-12.1 Statement re: Computation of Ratios HTML 61K
26: EX-23.1 Consent of Experts or Counsel HTML 23K
29: EX-23.10 Consent of Experts or Counsel HTML 25K
30: EX-23.11 Consent of Experts or Counsel HTML 25K
31: EX-23.12 Consent of Experts or Counsel HTML 26K
32: EX-23.13 Consent of Experts or Counsel HTML 26K
33: EX-23.14 Consent of Experts or Counsel HTML 24K
34: EX-23.15 Consent of Experts or Counsel HTML 25K
35: EX-23.16 Consent of Experts or Counsel HTML 26K
36: EX-23.17 Consent of Experts or Counsel HTML 25K
37: EX-23.18 Consent of Experts or Counsel HTML 25K
38: EX-23.19 Consent of Experts or Counsel HTML 26K
27: EX-23.2 Consent of Experts or Counsel HTML 24K
39: EX-23.20 Consent of Experts or Counsel HTML 25K
40: EX-23.21 Consent of Experts or Counsel HTML 24K
41: EX-23.22 Consent of Experts or Counsel HTML 25K
42: EX-23.23 Consent of Experts or Counsel HTML 26K
43: EX-23.24 Consent of Experts or Counsel HTML 24K
44: EX-23.25 Consent of Experts or Counsel HTML 24K
45: EX-23.26 Consent of Experts or Counsel HTML 25K
46: EX-23.27 Consent of Experts or Counsel HTML 25K
47: EX-23.28 Consent of Experts or Counsel HTML 25K
48: EX-23.29 Consent of Experts or Counsel HTML 25K
49: EX-23.30 Consent of Experts or Counsel HTML 25K
50: EX-23.31 Consent of Experts or Counsel HTML 24K
51: EX-23.32 Consent of Experts or Counsel HTML 25K
52: EX-23.33 Consent of Experts or Counsel HTML 25K
53: EX-23.34 Consent of Experts or Counsel HTML 25K
54: EX-23.35 Consent of Experts or Counsel HTML 25K
55: EX-23.36 Consent of Experts or Counsel HTML 25K
56: EX-23.37 Consent of Experts or Counsel HTML 25K
57: EX-23.38 Consent of Experts or Counsel HTML 25K
58: EX-23.39 Consent of Experts or Counsel HTML 25K
59: EX-23.40 Consent of Experts or Counsel HTML 24K
60: EX-23.41 Consent of Experts or Counsel HTML 24K
61: EX-23.42 Consent of Experts or Counsel HTML 24K
62: EX-23.43 Consent of Experts or Counsel HTML 24K
63: EX-23.44 Consent of Experts or Counsel HTML 24K
64: EX-23.45 Consent of Experts or Counsel HTML 24K
65: EX-23.46 Consent of Experts or Counsel HTML 24K
66: EX-23.47 Consent of Experts or Counsel HTML 24K
67: EX-23.48 Consent of Experts or Counsel HTML 24K
68: EX-23.49 Consent of Experts or Counsel HTML 24K
69: EX-23.50 Consent of Experts or Counsel HTML 24K
70: EX-23.51 Consent of Experts or Counsel HTML 25K
71: EX-23.52 Consent of Experts or Counsel HTML 24K
72: EX-23.53 Consent of Experts or Counsel HTML 24K
73: EX-23.54 Consent of Experts or Counsel HTML 24K
74: EX-23.55 Consent of Experts or Counsel HTML 24K
75: EX-23.56 Consent of Experts or Counsel HTML 24K
76: EX-23.57 Consent of Experts or Counsel HTML 24K
28: EX-23.9 Consent of Experts or Counsel HTML 25K
77: EX-25.1 Statement re: Eligibility of Trustee HTML 164K
78: EX-99.1 Miscellaneous Exhibit HTML 148K
79: EX-99.2 Miscellaneous Exhibit HTML 46K
Exhibit 4.13
FORM 51-102F3
MATERIAL CHANGE REPORT
Section 7.1 of National Instrument 51-102
Continuous Disclosure Obligations
ITEM 1: NAME AND ADDRESS OF COMPANY
Yamana Gold Inc. (“Yamana”)
200 Bay Street
Royal Bank Plaza, North Tower
Suite 2200
Toronto, ON
M5J 2J3
ITEM 2: DATE OF MATERIAL CHANGE
ITEM 3: NEWS RELEASE
A news release with respect to the material change referred to in this report was issued jointly by Yamana and Agnico Eagle Mines Limited (“Agnico Eagle”) through the facilities of Canada NewsWire on June 16, 2014 and subsequently filed on SEDAR at www.sedar.com.
ITEM 4: SUMMARY OF MATERIAL CHANGE
On June 16, 2014, Yamana and Agnico Eagle jointly announced the completion of the previously announced court-approved plan of arrangement of Osisko Mining Corporation (“Osisko”) under section 192 of the Canada Business Corporations Act (the “Arrangement”) pursuant to an arrangement agreement between Yamana, Agnico Eagle and Osisko dated April 16, 2014, as amended (the “Arrangement Agreement”). Under the Arrangement, Yamana and Agnico Eagle jointly acquired 100% of the issued and outstanding common shares of Osisko (the “Osisko Shares”).
ITEM 5: FULL DESCRIPTION OF MATERIAL CHANGE
The Arrangement was approved by approximately 99.81% of the Osisko shareholders and optionholders who voted in respect of the Arrangement at the annual and special meeting of Osisko shareholders and optionholders held on May 30, 2014. The Arrangement was subsequently approved by the Québec Superior Court.
On June 16, 2014, pursuant to the Arrangement Agreement, Osisko completed the Arrangement and Yamana and Agnico Eagle each acquired indirect ownership of 50% of the issued and outstanding Osisko Shares. The Osisko Shares were acquired by Yamana and Agnico Eagle indirectly through Canadian Malartic Corporation, an entity owned in equal shares by wholly-
owned subsidiaries of Yamana and Agnico Eagle. The Osisko Shares were de-listed from the Toronto Stock Exchange (the “TSX”) as at the close of business on June 16, 2014.
The Arrangement resulted in each Osisko Share being exchanged for: (i) C$2.09 in cash; (ii) 0.26471 of a common share of Yamana; (iii) 0.07264 of a common share of Agnico Eagle; and (iv) 0.1 of one common share of Osisko Gold Royalties Ltd (“Osisko Royalties”), a newly formed company that has commenced trading on the TSX.
Pursuant to the Arrangement, the following assets of Osisko were transferred to Osisko Royalties: (i) a 5% net smelter return royalty (“NSR”) on all gold, silver and other products produced by the Canadian Malartic mine; (ii) C$157 million in cash; (iii) a 2% NSR on the Kirkland Lake assets, the Hammond Reef project and certain other Canadian exploration properties; (iv) all assets and liabilities of Osisko in its Guerrero camp; and (v) certain other investments and assets.
Yamana’s and Agnico Eagle’s relationship with respect to the Canadian Malartic mine is governed by a unanimous shareholders agreement with respect to the successor company to Osisko and a general partnership agreement with respect to the partnership (“Canadian Malartic GP”) that has been formed with respect to the Canadian Malartic mine (such agreements, collectively, the “Governing Agreements”). Pursuant to the Governing Agreements, among other things:
(a) Subsidiaries of Yamana and Agnico Eagle have established a management committee to supervise the business and affairs of the Canadian Malartic mine. The management committee will consist of an equal number of representatives of Yamana and Agnico Eagle for so long as each has a direct or indirect 50% interest in the Canadian Malartic GP. Decisions of the management committee are made either by ordinary resolution, special resolution or unanimous resolution, and the Governing Agreements include dispute resolution provisions which apply in specified circumstances, including in cases of deadlock among management committee representatives.
(b) The parties have, subject to certain exceptions, agreed to certain restrictions with respect to the direct or indirect acquisition of real property for the purposes of conducting exploration or mining development and/or mining operations, wholly or partially within an “Area of Interest”, which is an area proximate to the Canadian Malartic mine and certain exploration properties.
(c) The parties have agreed to proportionately fund operations, and a failure of a party to so fund will trigger dilution of their interest in the Canadian Malartic mine. If a party’s interest is reduced to less than 10%, then such interest will be converted into a 2% royalty.
(d) No party may transfer, directly or indirectly, the whole or any part of its interests in the successor company to Osisko or Canadian Malartic GP without first complying with certain rights of first refusal and rights of first offer in accordance with the terms of the Governing Agreements.
ITEM 6: RELIANCE ON SUBSECTION 7.1(2) OF NATIONAL INSTRUMENT 51-102
Not applicable.
ITEM 7: OMITTED INFORMATION
Not applicable.
ITEM 8: EXECUTIVE OFFICER
The name and business telephone number of the executive officer of Yamana who is knowledgeable about the material change and this report is:
Sofia Tsakos, Senior Vice President, General Counsel and Corporate Secretary
Phone: (416) 815-0220
ITEM 9: DATE OF REPORT
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(signed) Sofia Tsakos |
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Senior Vice President, General Counsel and |
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Corporate Secretary |
| This ‘F-10’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed as of: | 10/8/14 | F-X | ||
| Filed on: | 10/7/14 | |||
| 6/25/14 | 6-K | |||
| 6/16/14 | 6-K | |||
| 5/30/14 | ||||
| 4/16/14 | 6-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/25/22 Yamana Gold Inc. F-10 20:736K Toppan Merrill/FA 12/10/21 Jacobina Mineracao e Comerc… Ltda F-4/A 2:886K Toppan Merrill/FA 12/10/21 Yamana Gold Inc. F-10/A 2:883K Toppan Merrill/FA 11/12/21 Jacobina Mineracao e Comerc… Ltda F-4 36:4.8M Toppan Merrill/FA 11/12/21 Yamana Gold Inc. F-10 36:4.8M Toppan Merrill/FA |