TORONTO, March 20 /CNW/ - Great Lakes Carbon Income Fund (the "Fund")
(TSX: GLC.UN) announced today that it has received a proposal (the "Oxbow
Proposal") from Oxbow Carbon & Minerals Holdings, Inc. ("Oxbow") to acquire
all of the assets of the Fund at an effective price of C$14.00 per unit of the
Fund ("Unit") in cash.
As announced on March 20, 2007, Rain Commodities (Canada) Inc. ("Rain
Canada") exercised its right to match an earlier proposal by Oxbow by further
amending the terms of Rain Commodities (USA) Inc.'s and Rain Canada's
(together, "Rain") existing agreement with the Fund (the "Rain Agreement") to
acquire all of the assets of the Fund at an effective price of C$13.50 per
Unit in cash.
The Board of Trustees has determined that the Oxbow Proposal constitutes
a superior proposal for the purposes of the Rain Agreement. Under the terms of
that agreement, Rain has a right to match any offer made by another acquirer
before the Fund can enter into an agreement with the competing acquirer.
Accordingly, the Fund has provided a copy of the proposed definitive agreement
with Oxbow to Rain. Rain has until March 27, 2007 to exercise its right to
match the Oxbow Proposal. In the event Rain does not exercise its right to
match, Rain Canada will be entitled to a termination fee of C$17.0 million in
accordance with the terms of the Rain Agreement.
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