Yamana Gold Inc. News Release Dated August 31, 2005
FORM
6-K
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Report
of Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16
of
the Securities Exchange Act of 1934
For
the
month of August 2005
Commission
File Number 001-31880
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Yamana
Gold Inc.
(Translation
of registrant's name into English)
|
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150
York Street
Suite
1902
Toronto,
Ontario M5H 3S5
(Address
of principal executive offices)
|
Indicate
by check mark whether the registrant files or will file annual reports under
cover Form 20-F or Form 40-F.
|
Form
20-F
|
....[ ].....
|
Form
40-F |
....[X].... |
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1): ____
Note:
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paper of a Form 6-K if submitted solely to provide an attached annual
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by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7): ____
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that
the registrant foreign private issuer must furnish and make public under the
laws of the jurisdiction in which the registrant is incorporated, domiciled
or
legally organized (the registrant’s “home country”), or under the rules of the
home country exchange on which the registrant’s securities are traded, as long
as the report or other document is not a press release, is not required to
be
and has not been distributed to the registrant’s security holders, and, if
discussing a material event, has already been the subject of a Form 6-K
submission or other Commission filing on EDGAR.
Indicate
by check mark whether by furnishing the information contained in this Form,
the
registrant is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
|
Yes
|
....[
].... |
No
|
....[X].... |
If
"Yes"
is marked, indicate below the file number assigned to the registrant in
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| News
Release |
August
31,
2005
|
YAMANA
ANNOUNCES THAT MORE THAN 98% OF PUBLICLY TRADED WARRANTS HAVE BEEN EXERCISED
EARLY PURSUANT TO PROPOSAL TO
WARRANTHOLDERS
YAMANA
GOLD
INC.
(TSX: YRI; AMEX:
AUY; LSE (AIM): YAU) is pleased to announce that an overwhelming majority
of its
publicly traded warrants have been exercised in connection with the proposal
made to warrantholders to exercise their warrants early. An aggregate of
39,866,635 warrants have been exercised representing approximately 98.3
percent
of the total publicly traded warrants outstanding. These exercises have
provided
total gross proceeds of approximately Cdn$59.8 million that would otherwise
not
have been available to the Company until July 2008. In connection with
these
exercises, Yamana has issued 41,285,887 common shares being 1.0356 common
shares
issued for each warrant exercised.
The
remaining
701,021 warrants that were not exercised will now be automatically exchanged
for
an aggregate of 476,203 common shares on the basis of 0.6793 of a common
share
for each warrant, which in effect provides a premium to the in-the-money
value
of the warrant. This exchange will be made pursuant to the terms of the
warrant
indenture which governs the warrants and no further action of those
warrantholders will be required including payment of the warrant exercise
price.
The exchange is being completed based on the formula as described below.
It
is
anticipated that registered holders of these unexercised warrants should
receive
certificates for their common shares within 5-10 business days.
The
number of
common shares to be received per warrant upon compulsory exchange = 98%
multiplied by 1.0356 (being the total number of common shares issued per
warrant
upon exercise before August 29) minus C$1.50 (being the warrant exercise
price)
divided by $4.47, (being the lessor of i) the volume weighted average trading
price of Yamana’s common shares for the five trading days ending on August 29,
and ii) the closing price of Yamana’s common shares on August
29).
Yamana
will have
common shares outstanding of approximately 165.3 million on a basic basis
and
178.4 million on a fully diluted basis. Available cash balances total
approximately US$ 116 million. Following the exercise of its warrants,
Santa
Elina Mines Corporation, the principal shareholder of Yamana, now holds
an
aggregate of 33,546,134 common shares of Yamana, representing
approximately18.8%
on a fully
diluted basis.
Peter
Marrone,
President and Chief Executive Officer commented on the warrant transaction
stating, “This warrant transaction has been a resounding success as evidenced by
more than 98% of warrants being exercised. It simplifies Yamana’s capital
structure and strengthens the financial position of the Company. Further,
the
consolidation of the warrants into common shares increases Yamana’s market
capitalization and public float which in turn should help to attract new
investors and improve trading liquidity”.
A
copy of the final
short form prospectus dated July 18, 2005 relating the warrant transaction
can
be found at www.sedar.com.
BMO
Nesbitt Burns
acted as financial advisor to Yamana with respect to the warrant
transaction.
This
press release
shall not constitute an offer to sell or the solicitation of an offer to
buy nor
shall there be any sale of these securities in any state in which such
offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such state.
Yamana
is a
Canadian gold producer with significant gold production, gold and copper-gold
development stage properties, exploration properties and land positions
in all
major mineral areas in Brazil. Yamana expects to produce gold at intermediate
company production levels by 2006 in addition to significant copper production
by 2007. Company management plans to build on this base through the advancement
of its exploration properties and by targeting other gold consolidation
opportunities in Brazil and elsewhere in Latin America. As at June 30,
2005,
Yamana had cash balances totaling US$38.2 million.
For
further
information, contact
|
Peter
Marrone
President
& Chief Executive Officer
(416)
815-0220
E-mail:
investor@yamana.com
|
|
FORWARD-LOOKING
STATEMENTS: This news release contains certain "forward-looking statements"
within the meaning of Section 21E of the United States Securities Exchange
Act
of 1934, as amended. Except for statements of historical fact relating
to the
company, certain information contained herein constitutes forward-looking
statements. Forward-looking statements are frequently characterized by
words
such as “plan,”“expect,”“project,”“intend,”“believe,”“anticipate”,
“estimate” and other similar words, or statements that certain events or
conditions “may” or “will” occur. Forward-looking statements are based on the
opinions and estimates of management at the date the statements are made,
and
are subject to a variety of risks and uncertainties and other factors that
could
cause actual events or results to differ materially from those projected
in the
forward-looking statements. These factors include the inherent risks involved
in
the exploration and development of mineral properties, the uncertainties
involved in interpreting drilling results and other ecological data, fluctuating
metal prices, the possibility of project cost overruns or unanticipated
costs
and expenses, uncertainties relating to the availability and costs of financing
needed in the future and other factors. The Company undertakes no obligation
to
update forward-looking statements if circumstances or management’s estimates or
opinions should change. The reader is cautioned not to place undue reliance
on
forward-looking statements.
Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
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YAMANA
GOLD INC. |
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| Date: Aygust
31, 2005 |
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/s/ Charles
Main |
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Name:
Charles Main |
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Title:
CFO |