Timmins & Beardmore - Northern Ontario

Focused on becoming a near-term Gold Producer

Free
Message: Good News KXL /ARU

Good News KXL /ARU

posted on Jul 24, 2008 03:46AM

It took awhile for ARU to bite the dust due to political climate, i say by June of next year conservatively or alot earleir in reality KXL bites the dust, hopefully we go to if the Jacobus SE is actualy an extension



Kinross announces friendly combination with Aurelian

    Aurelian shareholders receive 63% premium
    Kinross to acquire major growth asset
    Kinross committed to continue responsible development in Ecuador

    TORONTO, July 24 /CNW/ - Kinross Gold Corporation (TSX:K; NYSE:KGC) and
Aurelian Resources Inc. (TSX:ARU) announced today that their respective Boards
of Directors have approved a business combination by way of a friendly offer
by Kinross to acquire 100% of the outstanding common shares of Aurelian, and
that they have signed a Support Agreement pursuant to which Aurelian's Board
of Directors has unanimously agreed to support the Kinross offer. The total
value of the offer is approximately $1.2 billion.

    <<
    Highlights of the Transaction

    -  For each Aurelian common share, Kinross will offer 0.317 of a Kinross
       common share, plus 0.1429 of a warrant, with each warrant entitling
       the holder to acquire one Kinross common share. The Kinross warrants
       have an exercise price of $32.00 per Kinross common share and will
       expire five years after the date on which Kinross first pays for
       Aurelian common shares tendered to the offer. Kinross expects to issue
       approximately 47 million common shares pursuant to the transaction
       (assuming exercise of all in-the-money Aurelian options and excluding
       any shares issuable upon exercise of the Kinross warrants),
       representing approximately 8% of Kinross' current outstanding common
       shares.

    -  Based on the preceding 20-day volume-weighted average price of
       Kinross' common shares on the TSX (and assuming a value of $0.92 per
       fractional warrant), the value of the offer is $8.20 per Aurelian
       common share, which represents a premium of approximately 63% over
       the preceding 20-day volume-weighted average price of Aurelian common
       shares.

    -  The Board of Directors of Aurelian, after receiving the recommendation
       of a special committee of independent directors created by Aurelian
       to oversee the transaction process, has unanimously determined that
       the Kinross offer is in the best interests of Aurelian's shareholders,
       and unanimously recommends that the Aurelian shareholders tender their
       common shares to the offer. The directors and senior officers of
       Aurelian have entered into lock-up agreements with Kinross and have
       agreed to tender all of their Aurelian common shares to the offer.

    -  BMO Capital Markets and Dundee Securities Corporation, Aurelian's
       financial advisors, have provided oral opinions to the Aurelian Board
       of Directors that the consideration offered is fair, from a financial
       point of view, to Aurelian's shareholders.
    >>
Share
New Message
Please login to post a reply