Gold Fields Rules Out Raising Yamana Offer After Rival Bid

(Bloomberg) — Gold Fields Ltd. said it won’t raise its offer for Yamana Gold Inc. after two Canadian rivals teamed up with an unsolicited $4.8 billion bid to break up an earlier merger agreement with the South African miner.

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Its offer for Yamana is “strategically and financially superior” to the deal put together by Pan American Silver Corp., and Agnico Eagle Mines Ltd., Johannesburg-based Gold Fields said in a statement Monday. That’s at odds with Yamana, which said the cash-and-stock proposal announced on Friday is “superior” to the Gold Fields agreement reached back in May.

The battle to acquire Toronto-based Yamana in the biggest gold deal of the year underscores the pressure to boost output as costs spiral and new deposits becomes more difficult to find. Walking away from the deal could hurt Gold Fields’ long-term growth outlook, but the company has already faced investor criticism for the 34% premium it offered when its original $7.25 billion bid was announced.

“We do not expect Gold Fields management to get pulled into an all-out bidding war given their conservative nature and resistance from shareholders against its original Yamana offer,” Arnold Van Graan, an analyst at Nedbank Group Ltd., said in a note to clients.

Gold Fields was little changed in Johannesburg trading, after surging 11% on Friday.

Read: Yamana Takeover Battle Brews as Rivals Make $4.8 Billion Bid

Gold Fields reiterated that Yamana’s assets would create significant near-term and long-term value for the shareholders of both companies. The deal would help Gold Fields’ expand in the Americas, as producers in South Africa struggle with the geological challenges of operating some of the world’s deepest mines.

“The board has unanimously determined that it will not offer to change the terms of the transaction,” Gold Fields said in the statement. “The board has taken into account its commitment to capital discipline and considered the fairness of the transaction to both Gold Fields and Yamana shareholders over the long term.”

Should their agreement be terminated, Yamana would have to pay a $300 million break fee to Gold Fields.

Yamana shareholders are scheduled to vote on the deal on Nov. 21, while Gold Fields investors meet the next day.

Under the rival proposal, Pan American would acquire Yamana, while Agnico Eagle would buy Yamana’s Canadian assets. Pan American is offering shares to Yamana investors, while Agnico Eagle is offering shares and contributing $1 billion of cash. The deal would make Pan American a major precious metals producer in Latin America, while Agnico Eagle will gain operational control of Canada’s Malartic mine.

(Updates with analyst comments in fourth paragraph)