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Toronto (October 20, 2006): In a meeting today with officials at Goldcorp Inc., the Ontario Teachers’ Pension Plan (OTPP) stated that the share dilution that will result from mergers like that of Goldcorp Inc. and Glamis Gold Ltd. should require shareholder approval.
“This is a matter of principle for shareholders,” said Brian Gibson, Senior Vice-President, Public Equities, OTPP. “The number of shares being issued by Goldcorp to acquire Glamis is roughly 66% of the number of Goldcorp shares outstanding today. We think this is well beyond the level where shareholder input should be sought.”
Noting that Canadian stock exchange rules no longer impose meaningful limits on listed issuers when it comes to issuing shares for acquisitions of reporting issuers, Mr. Gibson said “other jurisdictions recognize that, although boards are entitled to some latitude in issuing new shares for acquisitions or financings, shareholders get a say when the dilution goes beyond a certain point.”
Mr. Gibson said that OTPP recently approved amendments to their proxy voting guidelines lowering the threshold for additional share issuances to 25%. The New York Stock Exchange has a 20% restriction.
The Ontario Teachers’ Pension Plan is an independent corporation responsible for investing the $96 billion fund and administering the pensions of Ontario’s 163,000 elementary and secondary school teachers and 101,000 retired teachers.
For more information and/or a copy of the revised proxy voting guidelines, contact:
Deborah Allan
Director, Communications and Media Relations
Ontario Teachers' Pension Plan
(416) 730-5347
deborah_allan@otpp.com |
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