Vale Completes Gold Streaming Transaction with Silver Wheaton

A subsidiary of Vale S.A., one of the largest mining companies in the world, entered into definitive agreements with Silver Wheaton Corp., an inter-national precious metals streaming company, to sell 25 per cent of the gold by-product stream from Vale's Brazilian Salobo copper mine for the life of the mine and 70 per cent of the gold by-product stream from seven of Vale's Sudbury nickel mines for 20 years.

Vale received initial consideration of US$1.9 billion plus 10 million warrants of Silver Wheaton Corp. with a strike price of US$65 and a 10-year term.

Vale will also receive future cash payments for each ounce (oz) of gold delivered to Silver Wheaton Corp. under the agreements, equal to the lesser of US$400 per oz (plus a 1 per cent annual inflation adjustment from 2016 in the case of Salobo) and the prevailing market price.

Mark Travers, Executive Vice-President, Legal & Strategic Projects, Base Metals; Kerry O'Reilly, Head of Legal, Corporate and Marketing and Corporate Secretary, Base Metals; and Jennifer Byun, Senior Legal Counsel, Base Metals, acted for Vale S.A. and were assisted by Stikeman Elliott LLP with a team that included Daphne MacKenzie, Justin Parappally, Sumbul Ali and Laura Levine (project finance/corporate); Peter Hamilton (financial regulatory) and Tim McCormick (securities) and by Michael Colborne (tax) of Thorsteinssons LLP.

Curt Bernardi, Senior Vice President, Legal and Corporate Secretary acted for Silver Wheaton with the assistance of the following team from Cassels Brock & Blackwell LLP: Mark Bennett, Alex Iliopoulos and Sean Maniaci (securities & mining); David Budd (financial services & mining); Jennifer Wasylyk (financial services) and Brie Lastman (business law).

Fasken Martineau DuMoulin LLP acted as counsel to the lenders on debt financings.