First Quantum Minerals Announces Final Variation and Extensi

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Message Mar 12 Mar 2013 16:23

First Quantum Minerals Announces Final Variation and Extensi

First Quantum Minerals Announces Final Variation and Extension of Offer: 61.45% of Inmet Shares Tendered to Date
VANCOUVER, BRITISH COLUMBIA--(Marketwire - March 12, 2013) - First Quantum Minerals Ltd. ("First Quantum" or the "Company") (TSX:FM)(LSE:FQM) today announced that, by delivery of a written notice to Computershare Investor Services Inc. prior to 11:59 p.m. (Eastern Daylight Time) on March 11, 2013, First Quantum varied and extended its offer (the "Offer") to acquire all of the outstanding shares of Inmet Mining Corporation ("Inmet", TSX Symbol "IMN"). The Offer will now be open for acceptance until 11:59 p.m. (Eastern Daylight Time) on March 21, 2013, unless further extended or withdrawn.

A Notice of Variation and Extension has been filed with the Canadian securities regulators and will be available for review at www.sedar.com. The Notice of Variation and Extension is also being mailed to Inmet shareholders in accordance with applicable Canadian securities laws.

As at 11:59 p.m. (Eastern Daylight Time) on March 11, 2013, a total of 43,207,256 Inmet Shares, representing approximately 61.45% of the outstanding Inmet shares (on a fully diluted basis), had been tendered to the Offer. The Offer has been varied to allow the minimum tender condition to be satisfied if more than 50% of the outstanding Inmet shares (on a fully diluted basis) have been validly deposited, prior to the new expiry time of the Offer. Accordingly, based on tenders to date, First Quantum anticipates being in a position to complete the Offer and begin taking up and paying for shares promptly following the expiry of the Offer at 11:59 p.m. (Eastern Daylight Time) on March 21, 2013.

If as expected more than 66 2/3% of the outstanding Inmet shares (on a fully diluted basis) have been validly deposited under the Offer as at the new expiry time of the Offer, First Quantum will be implementing a Subsequent Acquisition Transaction to acquire the balance of the Inmet shares not deposited under the Offer, as more fully described in the Offer circular. Since implementing a Subsequent Acquisition Transaction could take as long as several months, Inmet shareholders are strongly encouraged to tender their Inmet shares to the Offer, to the extent they have not already done so, prior to the expiry of the Offer at 11:59 p.m. (Eastern Daylight Time) on March 21, 2013 in order to receive payment for their shares sooner rather than later.

The Offer has also been varied to allow eligible holders of Inmet shares to make an election providing for a tax-free rollover for Canadian income tax purposes in respect of the First Quantum shares they receive as consideration under the Offer.

Commenting upon the variation and extension, Mr. Philip Pascall, CEO and Chairman of First Quantum, said:

"We are delighted with the overwhelming support that Inmet shareholders have shown for our Offer. We have varied our Offer such that the minimum tender condition will now be satisfied if more than 50% of the Inmet shares have been tendered at the revised expiry time of the Offer. Accordingly, with all regulatory approvals already received, it is our expectation that we will be in a position to complete the Offer and begin taking up and paying for shares shortly following the expiry of the Offer on March 21, 2013.

This is our best and now final Offer. We urge all Inmet shareholders who haven't yet tendered to do so before 11:59 p.m. (Eastern Daylight Time) on March 21, 2013 so that they can receive the consideration for their shares sooner rather than later.

We look forward to working with Inmet's management team and Board of Directors to ensure a seamless change of ownership and management of Inmet. We are excited at the prospect of being able to apply First Quantum's experience and unique skills to Cobre Panama as soon as possible."
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Message Mar 12 Mar 2013 18:08

Re: First Quantum Minerals Announces Final Variation and Ext

Merci Clint,
C'est donc reparti pour 9 jours!
MB
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Message Ven 22 Mar 2013 15:48

First Quantum Minerals détien plus de 80 % d'INMET

FQM détient, au soir du 21 mars, plus de 80 % d'INMET (voir site First Quantum) et prolonge son offre pour atteindre 90 %. L'OPA a donc réussi.

Bonne journée MB
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Message Ven 22 Mar 2013 19:55

Re: First Quantum Minerals Announces Final Variation and Ext

March 22, 2013
First Quantum Minerals Announces Creation of a New Global Leader in Copper
85.5% of Inmet Shares Tendered
VANCOUVER, BRITISH COLUMBIA--(Marketwire - March 22, 2013) - First Quantum Minerals Ltd. ("First Quantum" or the "Company") (TSX:FM)(LSE:FQM) and its wholly-owned subsidiary FQM (Akubra) Inc. (together, the "Offeror") today announced that, as at 11:59 p.m. (Eastern Daylight Time) on March 21, 2013, a total of 60,120,405 common shares of Inmet Mining Corporation ("Inmet", TSX Symbol "IMN"), representing 85.5% of the outstanding Inmet shares (on a fully diluted basis), had been validly tendered to the Offeror's offer (the "Offer") to acquire all of the outstanding shares of Inmet. The Offeror has taken up and accepted for payment all such shares and will pay for such shares on or before March 27, 2013.

Inmet shareholders who elected: (a) the cash and share alternative will receive $36.00 in cash and 1.6484 common shares of First Quantum per Inmet share; (b) the share alternative will receive 3.2967 common shares of First Quantum per Inmet share; and (c) the cash alternative will receive $40.60 in cash and 1.4376 common shares of First Quantum, subject in each case to adjustment for fractional shares and to confirmation of the number of Inmet shares validly tendered pursuant to Notices of Guaranteed Delivery.

The Offer has also been extended and will now be open for acceptance until 5:00 p.m. (Eastern Daylight Time) on April 1, 2013 in order to allow Inmet shareholders an additional opportunity to tender to the Offer. If the Offeror is successful in acquiring 90% of the Inmet shares (on a fully diluted basis) under the Offer, the Offeror intends to acquire the balance of the Inmet shares by way of Compulsory Acquisition, as more fully described in the Offer circular. If the Offeror does not acquire 90% of the Inmet shares (on a fully diluted basis) under the Offer, the Offeror will be implementing a Subsequent Acquisition Transaction to acquire the balance of the Inmet shares, as more fully described in the Offer circular. Inmet shareholders are urged to tender their Inmet shares, to the extent they have not already done so, prior to the expiry of the Offer at 5:00 p.m. (Eastern Daylight Time) on April 1, 2013 in order to receive payment for their shares sooner rather than later.

The combination of the First Quantum and Inmet assets has created one of the world's leading copper producers with a geographically diversified portfolio of high-quality operations and development projects in eight countries across four continents.

With pro forma revenues in 2013 forecast to be in excess of US$3.5 billion and a strategic plan to produce more than 1.3 million tonnes per annum of copper by 2018, the Company is poised to become the largest, widely-held pure-play copper producer and one of the top five copper producers in the world.

The Company will be one of the fastest growing copper companies with a projected compound annual growth in copper production of more than 20% for at least the next decade. It is also positioned to benefit from a strengthened financing profile, greater liquidity, the ability to generate substantial free cash flow and the flexibility to use debt and equity capital markets at a lower long-term cost.

First Quantum's immediate focus now is to integrate the operations and people of the two companies in order to maximize the best elements of both to create an enlarged and unified Company with a much stronger corporate and financial profile.

First Quantum recognizes the success that Inmet has had in developing a social license to operate at Cobre Panama and in operating well-managed and efficient mines at Las Cruces in Spain, Cayeli in Turkey and Pyhasalmi in Finland.

Las Cruces, Cayeli and Pyhasalmi are valuable additions to First Quantum's operating asset base.

At Cobre Panama, the Company will build upon what has already been achieved by bringing First Quantum's technical expertise and proven ability to deliver projects efficiently. The combination of the two project development teams and the Company's enhanced financial capability will substantially de-risk Cobre Panama and drive further value creation.

In the short term, First Quantum will conduct a detailed review of Cobre Panama to determine the appropriate next steps in how the project can be completed as efficiently as possible. An update on the outcome of this review will be provided in due course.

Philip Pascall, First Quantum's Chairman and Chief Executive Officer, commented:

"We are delighted to have successfully completed the Offer and are grateful for the overwhelming support that Inmet shareholders have shown for our vision of a new global leader in copper. This transaction is a substantial advancement in our long-stated objective of geographical diversification.

We are now focused on turning the vision into reality by putting together the great strengths of both companies - their high-quality mining assets and their equally high-quality human resources - to create a new global leader in copper with a far broader and more geographically diversified and dynamic portfolio of operating and development assets than either company on a standalone basis.

The combined group now has the management team and financial capacity to ensure that our strategic target of 1.3 million tonnes of copper production per annum within the next five years is achieved. We look forward to working with all stakeholders in what is undoubtedly an exciting future."

Bankers, Advisors and Information Agent

First Quantum engaged Jefferies International, Goldman, Sachs & Co., and RBC Capital Markets to act as its financial advisors in connection with the Offer. Fasken Martineau DuMoulin LLP acted as legal counsel to First Quantum in connection with the Offer.

Financing for the Offer is being provided by Standard Chartered Bank.

Georgeson Shareholder Communications Canada, Inc. has been retained as information agent for the Offer. Shareholders may contact Georgeson at:


Toll Free (North America): 1-866-656-4120
Outside North America Call Collect: 1-781-575-2421
Email: askus@georgeson.com
« L'aventure n'existe pas. Elle est dans l'esprit de celui qui la poursuit, et dès qu'il peut la toucher du doigt, elle s'évanouit pour renaître bien plus loin, sous une autre forme, aux limites de l'imagination. »
( Pierre Mac Orlan )

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