Offer of $0.55 per share is Waterton's best and final offer.
Waterton will not extend offer beyond expiry time.
TORONTO, July 29, 2014 /CNW/ - Waterton Precious Metals Fund II Cayman,
LP ("Waterton") and Waterton Precious Metals Bid Corp. (the "Offeror") reminds Chaparral Gold Corp. ("Chaparral") shareholders to tender prior to the expiry time of 5:00 p.m. (Toronto
time) on July 31, 2014 (the "Expiry Time") to the previously announced cash offer dated February 19, 2014 to
acquire all of the outstanding common shares (the "Shares") of Chaparral not already held by it and its affiliates for $0.55 in
cash per Share (the "Offer").
Waterton would like to reiterate to shareholders that the Offer, which
was increased to $0.55 in cash per Share on July 17, 2014, is
Waterton's best and final offer. Waterton does not intend to extend the
Expiry Time of the Offer.
The consideration under the Offer represents a premium of approximately
34.8% based on the volume-weighted average price of the Shares on the
Toronto Stock Exchange ("TSX") for the twenty (20) trading days ended February 14, 2014 and a
premium of approximately 26.4% over the closing price of the Shares on
the TSX on February 14, 2014.
Shareholders who have already validly deposited and not withdrawn their
Shares need to take no further action to accept the Offer and receive
the increased consideration.
The Offeror has also waived the minimum deposit condition under the
Offer, which previously required that the Shares deposited to the Offer
and not withdrawn, together with the Shares owned by the Offeror and
its affiliates, equal at least two-thirds of the Shares on a
Waterton encourages shareholders of Chaparral and other interested
parties to read the Offer and take-over bid circular and other
materials relating to the Offer that have been filed by Waterton with
the securities regulatory authorities in Canada and which are available
at www.sedar.com, as they contain important information. These
materials may be obtained without charge from Kingsdale Shareholder
Services, the depositary and information agent for the Offer, by
contacting them at 1-877-659-1818 (North American Toll Free Number) or
1-416-867-2272 (outside North America). For assistance in depositing Shares to the Offer, Chaparral shareholders
should contact Kingsdale Shareholder Services, the depositary and
information agent for the Offer, at 1-877-659-1818 (North American Toll
Free Number) or 1-416-867-2272 (outside North America). Investors can
also email Contactus@kingsdaleshareholder.com.
This press release does not constitute an offer to buy or the
solicitation of an offer to sell any of the securities of Chaparral.
This news release is not a substitute for these offer documents. The
Offer has been made in the United States in compliance with Section
14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of
1934, as amended and otherwise in accordance with the requirements of
Canadian law. Accordingly, the Offer is subject to disclosure and other
procedural requirements, including with respect to the timetable and
settlement procedures that are different from those applicable under
U.S. domestic tender offer procedures and laws.
Waterton is a leading mining-focused private equity fund dedicated to
developing high quality precious metals projects located in stable
jurisdictions. Waterton's cross-functional, fully-integrated, in-house
team of professionals have significant mining, financial and legal
expertise. Waterton's proactive approach to asset management,
significant sector knowledge and ability to leverage extensive industry
relationships has resulted in a strong track record of managing
investments in the precious metals sector.
If you have any questions, or need assistance in depositing your Shares
in Canada, please contact the Depositary and Information Agent for the
Kingsdale Shareholder Services
Toll Free (North America): 1-877-659-1818
Outside North America Call Collect: 1-416-867-2272
Certain statements in the press release are forward-looking information
and forward-looking statements within the meaning of applicable
securities laws (collectively, "forward-looking statements") which are
prospective in nature, and include statement relating to the intention
of shareholders to tender their shares to the Offer. Forward looking
statements are not based on historical facts, but rather on current
expectations and projections about future events, and are therefore
subject to risks and uncertainties which could cause actual results to
differ materially from the future results expressed or implied by the
forward looking statements. These statements generally can be
identified by the use of forward looking words such as "may", "should",
"will", "could", "intend", "estimate", "plan", "anticipate", "expect",
"believe" or "continue", or the negative thereof or similar variations.
Many factors could cause the actual results, performance or
achievements to differ materially from those expressed or implied by
the forward-looking statements, including, without limitation, a change
in the expressed intentions of certain shareholders, general business
and economic conditions globally or in particular geographic regions in
which Chaparral conducts business, the failure to meet certain
conditions of the Offer, legislative and regulatory changes or actions,
claims asserted against Waterton or its affiliates, competition,
liquidity risk, changes in capital or securities markets and interest
rate and foreign currency fluctuations. Such forward looking
statements should therefore be construed in light of such factors, and
Waterton is not under any obligation, and expressly disclaims any
intention or obligation, to update or revise any forward looking
statements, whether as a result of new information, future events or
SOURCE: Waterton Precious Metals Fund II Cayman, LP
For further information:
Bayfield Strategy, Inc.