Pangaea Investment Management transfers FQM shares to Jiangxi Copper (Hong Kong) Investment Company Limited as part of a Reorganization
09 Dec, 2019, 20:28 ET
TORONTO, Dec. 9, 2019 /CNW/ - Pangaea Investment Management Limited ("PIM") announces that on December 9, 2019, pursuant to a sale and purchase agreement (the "Agreement"), PIM sold the entire outstanding issued equity interest of its wholly-owned subsidiary PIM Cupric Holdings Limited ("PCH") to Jiangxi Copper (Hong Kong) Investment Company Limited ("JCCHK") (the "Transaction") as part of a reorganization (the "Reorganization"). The Transaction is expected to close on or prior to December 31, 2019. PCH has direct ownership of 124,198,371 common shares ("Common Shares") of First Quantum Minerals Limited ("FQM"), a company listed on the Toronto Stock Exchange.
Prior to the Transaction, PIM had beneficial ownership of, and control or direction over a total of 124,198,371 Common Shares. This represents approximately 18.015% of the issued and outstanding Common Shares of FQM. Immediately following the Transaction, PIM has no beneficial ownership of, and control or direction over the Common Shares.
The total consideration paid by JCCHK to PIM was US$1,115,924,287.58, which, based on a C$/US$ exchange rate of 1.3282 (as indicated on Bloomberg on November 29, 2019, the last trading date before the pricing date of November 30, 2019, set out in the Agreement), the Common Shares were purchased at an effective price of $11.934 per Common Share.
JCCHK, a wholly owned subsidiary of Jiangxi Copper Company Limited ("JCC") (listed on the Shanghai stock exchange (600362:SH) and the Stock Exchange of Hong Kong (0358:HK)), is a substantial non-controlling shareholder of and lender to PIM. JCC and JCCHK may be considered joint actors with PIM.
PIM disposed of the Common Shares as part of the Reorganization of holdings of the Common Shares. As a result of the Reorganization, JCCHK acquired all of the Common Shares.
PIM understands that JCC has acquired the Common Shares for investment purposes. JCC expects to evaluate on an ongoing basis First Quantum's financial condition, business operations and prospects, the market price of the Common Shares, actions or transactions involving First Quantum undertaken or proposed to be undertaken by third parties, conditions in securities and debt markets generally, general economic and industry conditions and other factors. Accordingly, PIM understands JCC may change its plans and intentions at any time, as it deems appropriate. In particular, PIM understands JCC may at any time and from time to time: acquire Common Shares or securities convertible or exchangeable for Common Shares; undertake work to evaluate or prepare for possible strategic transactions involving First Quantum, its Common Shares or its assets (as to which no decision has at this time been made); dispose (including without limitation to a joint actor) of the Common Shares which it has acquired; and/or may enter into privately negotiated derivative transactions with institutional counterparts. Any such transactions may be effected at any time and from time to time subject to any limitations imposed by contractual restrictions with FQM and applicable securities laws.
This news release is being issued in accordance with National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues in connection with the filing of an early warning report dated December 9, 2019. The early warning report in respect of this transaction has been filed on SEDAR (www.sedar.com) under FQM's profile. To obtain a copy of the early warning report filed by the Corporation, please contact Clement Kwong at +852 95459299 or refer to SEDAR (www.sedar.com).
PIM's registered offices are at 190 Elgin Avenue, George Town, Grand Cayman KY1-9007, Cayman Islands. PIM's business is in advisory, origination and management of resources and infrastructure investments, including co-investment as principals.
FQM's head office is located at 14th Floor – 543 Granville Street Vancouver BC, Canada V6C 1X8.
SOURCE Pangaea Investment Management
For further information: on PIM please contact: Clement Kwong, Managing Director, Mobile: (852) 95459299
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