Agnico Eagle initiates all-cash friendly offer to acquire O3 Mining

• All cash offers from $1.67 Per share represents a 58% premium to O3 Mining’s closing price December 11, 2024
• The offer is unanimously recommended by the Board of Directors and the Special Committee of O3 Mining and supported by shareholders representing 39% of the outstanding shares of O3 Mining.
• Shareholders must submit bids by the due date 11:59 PM (EST) on January 23, 2025 To take advantage of the great offer

(All amounts are expressed in Canadian dollars unless otherwise noted)

toronto, December 19, 2024 /PRNewswire/ – Agnico Eagle Mines Limited (New York Stock Exchange: AEM) (TSX:AEM) (“Agnico Eagle“) and O3 Mining Company (TSXV: OIII) (OTCQX: OIIIF) (“O3 mining“) We are pleased to jointly announce that Agnico Eagle, through a wholly-owned subsidiary, has commenced its bid to acquire all of the issued and outstanding common shares of O3 Mining (“)Common stock” ) is not actually owned, directly or indirectly, by Agnico Eagle for $1.67 cash per common share, pursuant to a friendly takeover offer supported by the Board of Directors (“displays“) by delivering the Offer and Takeover Offer Circular to O3 Mining Shareholders. The O3 Mining Board Circular is being delivered to O3 Mining Shareholders in conjunction with the Agnico Eagle Takeover Offer Circular.

The Board of Directors of O3 Mining unanimously recommends that O3 Mining shareholders deposit their ordinary shares under the Offer. All directors and officers of O3 Mining, Gold Fields Limited (through its wholly-owned subsidiary), O3 Mining’s largest shareholder, Extract Advisors LLC, and certain of Franklin Templeton The managed funds, representing in the aggregate approximately 39% of the issued and outstanding common shares, have entered into lock-up agreements with Agnico Eagle, pursuant to which they have agreed, among other things, to tender all of their common shares in the offering.

For a detailed description of the offering, see the joint O3 Mining and Agnico Eagle press release December 12, 2024Available in: https://www.agnicoeagle.com/English/investor-relations/news-and-events/news-releases/news-release-details/2024/Agnico-Eagle-to-Acquire-O3-Mining-in-Friendly- practical.

Full details of the offer are contained in Agnico Eagle’s takeover offer circular and the corresponding directors’ circular for O3 Mining, which are available on SEDAR+ (www.sedarplus.ca) within the O3 Mining issuer profile, and on the O3 Mining and Agnico Eagle websites.

timing

The offer is open for a limited time only and O3 Mining shareholders are encouraged to act now to participate. The offer is open until 11:59 PM (EST) on January 23, 2025 (the “Expiry time“).

Shareholders of O3 Mining who hold their common shares through a broker, bank or other intermediary should contact that broker immediately for assistance if they wish to accept the offer – brokers may have set tender deadlines prior to the expiration time.

How to offer your shares; Postal strike

Only O3 Mining shareholders who tender their common shares will receive cash consideration $1.67 Per regular serving. For information about offering your common stock, please contact Laurel Hill Consulting Group at [email protected].

In light of the expected mail outage Canada after a labor strikeShareholders are encouraged to stay up to date with the offer by visiting: https://www.agnicoeagle.com/Offer-for-O3-Mining/default.aspx. Contributors are also requested not to mail any letters of transmittal or certificates of participation at this time. Alternatively, shareholders may contact Laurel Hill Advisory Group.

Press release for the filing period

This press release constitutes a “filing period press release” for purposes of National Instrument 62-104 – Takeover bids and issuer bids. O3 Mining confirms that the initial deposit period for the offer is 35 days from this date December 19, 2024Offer date, will expire on 11:59 PM (EST) on January 23, 2025.

Advisors

Edgehill Advisory Ltd. As a financial advisor to Agnico Eagle. Davies Ward Phillips & Vineberg LLP is serving as legal counsel to Agnico Eagle.

Maxit Capital LP is acting as financial advisor to O3 Mining. Bennett Jones LLP is acting as legal advisor to O3 Mining. Fort Capital Partners is serving as financial advisor to the Special Committee. Cassells Brook Blackwell LLP is acting as legal advisor to the Special Committee.

The depositary and information agent for this offering is Laurel Hill Consulting Group. If you have any questions or need assistance in bidding for an offer, please contact Laurel Hill Consulting Group by phone at 1-877-452-7187 or by email at [email protected].

About O3 Mining Company

O3 Mining is a gold exploration and mine development company in Quebec. CanadaAdjacent to Agnico Eagle’s Canadian Malartic mine. O3 Mining has a 100% interest in all of its properties (128,680 hectares) in Quebec. Its flagship asset is the Marban Alliance project in Quebec, which O3 Mining has advanced over the past five years to the cusp of the next phase of development, with the expectation that the project will deliver long-term benefits to stakeholders.

About Agnico Eagle Mines Limited

Agnico Eagle is a major Canadian-based gold mining company, the third largest gold producer in the world, and produces precious metals from operations in… Canada, Australia, Finland and Mexico. It has a portfolio of high-quality exploration and development projects in these countries as well as in… US. Agnico Eagle is the partner of choice in the mining industry and is recognized globally for its leading environmental, social and governance practices. Agnico Eagle was founded in 1957 and has consistently created value for its shareholders, declaring a cash dividend every year since 1983.

Cautionary note regarding forward-looking information

This news release contains “forward-looking information” within the meaning of applicable Canadian securities legislation that is based on current expectations, estimates, forecasts and interpretations about future events as of the date of this news release. Forward-looking information and statements are based on management estimates by O3 Mining and Agnico Eagle, at the time they are made, and involve known and unknown risks, uncertainties and other factors that could cause actual results, performance or achievements to be materially affected. differs from any future results, performance or achievements expressed or implied by such forward-looking information or statements. Forward-looking statements in this press release include, but are not limited to, statements relating to: the offering, including the expected timing of expiration, mechanisms, financing, completion, settlement, results and effects of the offering and other benefits of the transaction. ; The expected next stage of development of the MARBAN Alliance project; and the expectation that the MARBAN Alliance project will deliver long-term benefits to stakeholders. The material factors or assumptions applied in formulating the forward-looking information contained herein include, but are not limited to, the expectations and beliefs of Agnico Eagle and O3 Mining that the Offer will be made in accordance with the support agreement entered into between Agnico Eagle and O3 Mining on December 12, 2024and will be successful, as all required regulatory consents and approvals will be obtained and all other conditions to the completion or waiver of the transaction will be met, the ability to achieve the objectives, including the integration of the Marban Alliance property into the Canadian Malartic land package and the ability to realize the synergies arising therefrom. Agnico Eagle and O3 Mining caution that the foregoing list of material factors and assumptions is not exhaustive. Although the forward-looking information contained in this news release is based on what Agnico Eagle and O3 Mining believe, or believe at the time, to be reasonable expectations and assumptions, there can be no assurance that actual results will be consistent with these future aspirations. Information, as there may be other factors that cause results not to be as anticipated, estimated or intended, and neither O3 Mining, Agnico Eagle or any other person accepts responsibility for the accuracy or completeness of any such forward-looking information. No assurance can be given that these expectations will prove to be correct and undue reliance should not be placed on such forward-looking statements included in this press release. O3 Mining and Agnico Eagle do not undertake, and undertake no obligation, to update or revise any such forward-looking statements or forward-looking information contained herein to reflect new events or circumstances, except as may be required by applicable law. These statements speak only as of the date of this press release. Nothing contained herein should be considered a forecast, projection or estimate of the future financial performance of Agnico Eagle, any of its affiliates or O3 Mining.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

Source: O3 Mining Company