TORONTO, July 6 /CNW/ - Inmet Mining Corporation (IMN-TSX) announced that
it intends to make an all-cash offer ("Offer") for all of the outstanding
common shares of Petaquilla Copper Ltd. (PTC-TSX) at a price of $2.00 per
The Offer represents a 108 percent premium to the closing price of the
Petaquilla Copper common shares on the Toronto Stock Exchange as at July 4,
2008, the last trading day immediately prior to announcement of the Offer, and
a premium of 85 percent to the 20-day volume weighted average price as at the
same date. Full details of the Offer will be included in the formal offer and
take-over bid circular to be filed with securities regulatory authorities and
mailed to Petaquilla Copper shareholders.
The Offer will be open for acceptance for at least 35 days following
commencement of the Offer and will be subject to certain conditions, including
receipt of all necessary regulatory clearances, the absence of any material
adverse change in Petaquilla Copper and acceptance of the Offer by Petaquilla
Copper shareholders owning not less than 50.1 percent of the Petaquilla Copper
common shares on a fully-diluted basis. Following completion of the Offer,
Inmet intends but is not required to take steps to acquire any Petaquilla
Copper common shares that remain outstanding.
Inmet will formally request a Petaquilla Copper shareholder list tomorrow
and intends to file and mail the take-over bid documents as soon as possible
following receipt of the shareholder list.
In connection with the Offer, Inmet has entered into a lock-up agreement
with certain institutional shareholders owning 15,079,000 Petaquilla Copper
common shares, or 9.38 percent of the Petaquilla Copper issued and outstanding
common shares, under which such shareholders have agreed to tender their
common shares to the Offer.
This press release does not constitute an offer to buy or the
solicitation of an offer to sell any of the securities of Petaquilla Copper.
Such an offer may only be made pursuant to an offer and take-over bid circular
filed with the securities regulatory authorities in Canada.
Inmet's financial advisor is BMO Capital Markets and its legal advisors
are Torys LLP and Lawson Lundell LLP.
Conference Call and Webcast
On Monday, July 7, 2008 at 8:30 a.m. Eastern Time, Inmet will hold a live
conference call and webcast with a slide presentation regarding the Offer. The
call will be hosted by Richard Ross, Chairman and Chief Executive Officer and
Jochen Tilk, President and Chief Operating Officer.
You are cordially invited to listen to the audio webcast through either:
After the broadcast, an archive of the webcast will be available on both
Interested persons who are unable to connect to the webcast can listen to
the conference call by dialing +1 416-644-3417 (local/international) or
toll-free +1 800-733-7571 (North America only).
Forward looking information
Securities regulators encourage companies to disclose forward-looking
information to help investors understand a company's future prospects. This
press release contains forward-looking information. These are
"forward-looking" because we have used what we know and expect today to make a
statement about the future. Forward-looking statements usually include words
such as may, expect, anticipate, and believe or other similar words. Capital
and operating cost estimates are forward-looking statements, and are based on
assumptions that we believe to be reasonable. However, actual events and
results could be substantially different because of the risks and
uncertainties associated with our respective business or events that happen
after the date of this press release. You should not place undue reliance on
Inmet is a Canadian-based global mining company that produces copper,
zinc and gold. We have interests in four mining operations in locations around
the world: Cayeli, Pyhasalmi, Troilus and Ok Tedi. We also have interests in
three development properties, Las Cruces, Cerattepe and Petaquilla.
This press release is also available at www.inmetmining.com.
For further information:
For further information: Jochen Tilk, President and Chief Operating
Officer, (416) 860-3972