Franco-Nevada Mining Corporation Limited announced on April 2, 2001 that it had entered into an agreement to exchange its Ken Snyder mine and Australian assets in return for a major strategic interest in Normandy Mining Limited, Australia’s largest gold producer. The exchange will result in Normandy issuing 446.1 million new ordinary shares to Franco-Nevada, representing a 19.9 per cent interest in Normandy, post issuance. Pierre Lassonde, President and Co-CEO of Franco-Nevada will join Normandy’s board of directors. Franco-Nevada will transfer to Normandy 100 per cent ownership of its Ken Snyder gold mine and Midas exploration properties in Nevada and its Australian interests, as well as subscribe for US$48 million in Normandy shares. On the Ken Snyder mine and Midas exploration properties, Franco-Nevada will retain a minimum 5 per cent net smelter return royalty which escalates at gold prices of US$300 per ounce to a maximum 10 per cent net smelter return royalty at gold prices of US$400 per ounce. Both companies have granted each other preferential rights on future asset transactions. Closing of the transaction is subject to certain regulatory and other approvals including that of the Australian Foreign Investment Review Board and by a simple majority of Normandy shareholders voting at a special meeting. Both the Normandy shareholder meeting and closing of the transaction are expected soon.
Sharon Dowdall, Vice-President, General Counsel and Secretary of Franco-Nevada, and M. Craig Haase, Executive Vice-President and Chief Legal Officer of Franco-Nevada, negotiated the agreement on behalf of Franco-Nevada with assistance on corporate matters from Leslie Gord of Smith Lyons LLP, Canadian tax from Ron Richler of Blake, Cassels & Graydon LLP and US tax from Bruce Lemons of Olsen Lemons LLP. Normandy was represented by its Group Legal Counsel, Peter Watson, Sherman & Howard LLC of Denver, Colorado on US matters and Danni Dunn of Ernst & Young, Sacramento, California on US tax matters.