TORONTO, March 28 /CNW/ - Great Lakes Carbon Income Fund (the "Fund")
(TSX: GLC.UN) announced today that it has entered into a definitive agreement
with Oxbow Carbon & Minerals Holdings, Inc. ("Oxbow") providing for the
acquisition by Oxbow of all of the assets of the Fund at an effective price of
C$14.00 per unit of the Fund ("Unit") in cash (the "Oxbow Transaction"). The
aggregate purchase price for the Fund is approximately C$527 million in cash.
As announced on March 27, 2007, Rain Commodities (USA) Inc. ("Rain USA")
did not exercise its right to match Oxbow's C$14.00 per Unit superior offer,
and accordingly, the Fund has terminated its agreement with Rain USA to
acquire all of the assets of the Fund (the "Rain Agreement"). The Fund has
paid a subsidiary of Rain USA a termination fee of C$17.0 million in
accordance with the terms of the Rain Agreement.
The Oxbow Transaction is subject to approval by 66 2/3rd of the votes
represented at a Unitholders meeting, regulatory approvals and other customary
closing conditions. The Fund has set March 28, 2007 as the record date and
May 2, 2007 as the date for a special meeting of Unitholders to approve the
terms of the Oxbow Transaction and the wind up of the Fund. Closing is
anticipated to occur in the second week of May, 2007.
A management information circular setting out details of the Oxbow
Transaction will be made available on SEDAR at www.sedar.com and will be
mailed to Unitholders as soon as practicable. As a result of the termination
of the Rain Agreement, the Unitholders meeting scheduled for March 29, 2007
will be cancelled and the supplemental circular referenced in the Fund's
March 20, 2007 news release will not be mailed or filed.
After submission of the requisite notices and applications, it is
intended that the Units will be de-listed from the Toronto Stock Exchange as
soon as practicable following the closing of the Oxbow Transaction. Following
the redemption of the Units, the Fund will cease to be a reporting issuer and
will be wound up.
About the Fund
The Fund is a trust established to hold indirectly the securities of GLC
Carbon USA Inc. ("GLC"). The Fund currently holds an indirect 73.56% interest
in GLC. GLC is the world's largest producer of both anode and industrial grade
calcined petroleum coke ("CPC"). Anode grade CPC is used in the production of
aluminum. Industrial grade CPC is used in the production of other industrial
materials including titanium dioxide. GLC produces CPC at its facilities
located in Port Arthur, Texas; Enid, Oklahoma; Baton Rouge, Louisiana; and La
Further information on the Fund can be found in its disclosure documents
filed with the securities regulatory authorities, available at www.sedar.com.
Forward Looking Information
This release includes certain forward-looking statements including,
without limitation, statements concerning the Fund's future financial
position, business strategy, proposed transactions, projected costs and plans
and objectives of management for future operations. Forward-looking statements
generally can be identified by the use of forward-looking terminology such as
"may," "will," "expect," "intend," "estimate," "anticipate," "believe,"
"should," "plans," or "continue" or the negative thereof or variations thereon
or similar terminology. Although the Fund believes that the expectations
reflected in such forward-looking statements are reasonable, it can give no
assurance that such expectations will prove to be correct. These
forward-looking statements are subject to a number of risks and uncertainties,
and actual results could differ materially from those anticipated in these
For further information:
For further information: about the Fund please contact: Ronald J.
Statile, Senior Vice President and Chief Financial Officer, Great Lakes Carbon
LLC at (212) 370-5770