Newmont is proposing to acquire Goldcorp directly on a non-rollover basis for both ITA and IRC purposes

Newmont is proposing to acquire all the shares of Goldcorp pursuant to an Ontario Plan of Arrangement for consideration consisting of 0.3280 of a Newmont Share and US$0.02 in cash for each Goldcorp Share. This would be a direct acquisition, i.e., no Canadian Buyco, and no use of exchangeable shares. The acquisition would occur on a non-rollover basis for U.S. purposes, i.e., the cash boot is considered to be sufficient to bust the IRC s. 351 rollover.

Neal Armstrong. Summary of Goldcorp Circular under Mergers & Acquisitions – Cross-Border Acquisitions – Inbound – Direct Target Acquisitions.