Gold Fields Netherlands Services B.V. ("Gold Fields Netherlands"), a wholly-owned indirect subsidiary of Gold Fields Ltd. (NYSE: GFI), announces that it has agreed to subscribe for 42,850,000 common shares ("Common Shares") of Maverix Metals Inc. ("Maverix"), as well as 10,000,000 warrants ("Warrants") to purchase Common Shares (the Common Shares and Warrants collectively, the "Consideration Securities"). The Warrants are exercisable at a price of US$1.204 per Common Share for a period of five years from issuance.
The Consideration Securities will be issued from treasury in connection with the purchase by Maverix of a portfolio of royalty interests from certain affiliates of Gold Fields Netherlands (the "Transaction") pursuant to a master purchase and sale agreement dated December 4, 2016 between, among others, Gold Fields Netherlands and Maverix (the "Agreement"). The Transaction is expected to be completed on December 20, 2016 or as soon as possible thereafter (the "Closing Date").
Based on the number of outstanding Common Shares as at the date of the Agreement and taking into account the anticipated issuance to a third party of 10,000,000 Common Shares upon the early exercise of certain warrants held by such third party which is to take place concurrently with the closing of the Transaction (and assuming no further issuances of Common Shares by Maverix prior to such time), the Consideration Securities will represent 32.3% of the outstanding Common Shares as of the Closing Date on a non-diluted basis, and 37.0% of the outstanding Common Shares on a partially-diluted basis (accounting for the exercise of the Warrants). Prior to entering into the Agreement, neither Gold Fields Netherlands nor any of its affiliates owned or controlled any Common Shares or other securities of Maverix.
The Common Shares will be issued for an agreed purchase price of US$0.7369 per Common Share or US$31,576,165 in aggregate, or, expressed in Canadian dollars, CDN$0.9799 per Common Share or approximately CDN$41,990,000 in aggregate (converted using the noon rate of exchange for Canadian dollars into United States dollars on December 2, 2016 as posted by the Bank of Canada (the "BoC Exchange Rate")). The Warrants will be issued for a notional purchase price of US$375,000 in aggregate or US$0.0375 per Warrant, or, expressed in Canadian dollars, approximately CDN$499,000 in aggregate or CDN$0.0499 per Warrant (converted using the BoC Exchange Rate).
The Consideration Securities will be held by Gold Fields Netherlands for long term investment purposes. Gold Fields Netherlands will continue to monitor the business, prospects, financial condition and potential capital requirements of Maverix. Depending on its evaluation of these and other factors, and subject to certain restrictions pursuant to a shareholder agreement to be entered into between Gold Fields Netherlands and Maverix on the Closing Date, Gold Fields Netherlands may from time to time in the future increase or decrease its direct or indirect ownership, control or direction over the Common Shares or other securities of Maverix through market transactions, private agreements, dilution through third party subscriptions from treasury or otherwise.
SOURCE Gold Fields Netherlands Services B.V.
