Agnico Eagle/Cayden -- summary under Shares for Shares and Nominal Cash

Overview

Each Cayden (common) share will be transferred to Agnico under a B.C. Plan of Arrangement for 0.09 of an Agnico Eagle common share and cash of $0.01 (so that no rollover treatment obtains unless a s. 85 election is filed). The Agnico Eagle shares to be issued would represent 2.2% of its outstanding common shares on a fully diluted basis. No subsequent amalgamation of Cayden is specified, and no Code s. 368(a) reorg treatment is anticipated.

Primero/Brigus -- summary under Shares for Shares and Nominal Cash

Overview

Brigus will be spinning-off a newly-established exploration CBCA subsidiary (Fortune) (per the s. 86 rules) under a CBCA Plans of Arrangement, with each Brigus share then being transferred to Primero for 0.175 of a Primero common share and cash of $0.000001 (so that no rollover treatment obtains unless a s. 85 election is filed). Brigus then will be amalgamated with a newly-incorporated CBCA subsidiary of Primero (Primero NewCo) with nominal assets. Code s. 368(a) reorg treatment is anticipated.

Fission/Alpha -- summary under Shares for Shares and Nominal Cash

Overview

Alpha and Fission (both TSXV-listed, and ABCA and CBCA corporations, respectively) will be transferring various (mostly uranium) exploration assets to Alpha Spinco and Fission Spinco and spinning-them off (per the s. 86 rules) under ABCA and CBCA Plans of Arrangement (the Alpha Arrangement and Fission Arrangement), with each Alpha share then being transferred to Fission under the Alpha Arrangement for 5.725 Fission common shares and nominal cash (so that no rollover treatment obtains unless a s. 85 election is filed).

First Majestic/Orko -- summary under Shares for Shares and Nominal Cash

Overview

All the shares of Orko, which is a B.C. company listed on the TSX-V and holding a Mexican subsidiary, are to be acquired under a B.C. plan of arrangement by First Majestic, which is a B.C. company listed on the TSX and NYSE, in consideration for First Majestic shares (with a value representing a 72% premium) and nominal cash. Orko then is being merged under the plan of arrangement with a wholly-owned B.C. subsidiary of First Majestic ("Subco").

Pages

Subscribe to Tax Interpretations RSS