TIDMIMIC TIDMAFF
RNS Number : 2943F
Intl Mining & Infrast Corp PLC
22 May 2013
For immediate release 22 May 2013
INTERNATIONAL MINING & INFRASTRUCTURE CORPORATION PLC
and
AFFERRO MINING INC.
Proposed Offer for Afferro Mining Inc.
The boards of Afferro Mining Inc. ("Afferro") and International
Mining & Infrastructure Corporation plc ("IMIC") are pleased to
announce that they have agreed terms in-principle for the proposed
acquisition of Afferro by IMIC, which Afferro's Board intends to
recommend to its shareholders, subject to the completion of
relevant documentation including satisfactory final financing
arrangements, and the receipt of a fairness opinion from its
financial adviser as to its terms of the proposed offer.
Under the agreed terms, IMIC will offer for each share of
Afferro:
-- 80p in cash, plus
-- a 2-year convertible loan note with principal value of 40p.
This combination of cash and convertible loan notes, which
values the current issued share capital of Afferro at approximately
US$190 million, replaces the three options proposed in IMIC's
announcement dated 17 April 2013.
The convertible loan notes will carry a coupon of 8%, which will
be rolled up and paid at the end of the 24 month term. Upon
maturity, the notes together with any accrued interest will be paid
in either cash or convert to the equivalent value in IMIC shares at
the time of conversion, at IMIC's discretion.
IMIC intends to acquire Afferro by way of a Plan of Arrangement
in Canada which requires the approval of at least two thirds of
Afferro's shareholders. In addition, the proposed acquisition of
Afferro by IMIC will be subject, inter alia, to the approval of
IMIC shareholders and the completion of the documentation required
to implement a reverse takeover under the AIM Rules of the London
Stock Exchange. The notices convening the relevant General Meetings
will be announced in due course by IMIC and by Afferro.
The Board of Afferro, which in aggregate holds 6.3% of Afferro's
share capital, has confirmed that it will be voting in favour of
the offer subject to the above conditions, as will IMIC, which
holds 5% of the current issued share capital of Afferro.
David Netherway, Chairman of Afferro, said: "We have developed a
world class asset in the Nkout Project, which, along with our other
iron ore projects, is in a substantial new iron ore corridor
running through Cameroon. It has been of the foremost importance
for the Board of Afferro to come back to shareholders with a
revised and simplified offer to best optimise their returns. The
Board believes that the 120p per share proposal offers good value
and the ability for further upside with the exposure to the strong
relationships built by IMIC with the key consumer that is
China."
Haresh Kanabar, Chairman of IMIC, said: "We are delighted to
agree the terms of the proposed offer for Afferro with the board of
Afferro. We believe that the combination of IMIC and Afferro is
highly attractive in that it brings together Afferro's high quality
African iron ore assets with a deliverable infrastructure and
offtake solution."
For further information, please contact:
International Mining and Infrastructure www.imicplc.com
Corporation plc
Haresh Kanabar, Chairman
Ousmane Kane, Chief Executive Officer
James Ward, Finance Director +44 (0) 20 7290 3340
Bank of America Merrill Lynch - Financial
Adviser to IMIC +44 (0) 20 7628 1000
Omar Davis
Ken McLaren
Ocean Equities Limited - Financial Adviser
to IMIC +44 (0) 20 7786 4370
Guy Wilkes
Will Slack
WH Ireland Limited - Nominated Adviser www.wh-ireland.co.uk
to IMIC +44 (0) 117 945 3470
Mike Coe
Buchanan - Media and Investor Relations www.buchanan.uk.com
Adviser to IMIC +44 (0) 20 7466 5000
Mark Court / Fiona Henson / Sophie Cowles
Afferro Mining Inc. www.afferro-mining.com
Luis da Silva, Chief Executive Officer
Jeremy Cave, Investor Relations +44 (0) 20 7010 7680
Canaccord Genuity Limited - Financial Adviser
to Afferro +44 (0) 20 7523 8000
Melissa So
Ross Allister
Investec - Nominated Adviser and Corporate
Broker to Afferro
Neil Elliot
Chris Sim +44 (0) 20 7597 5970
RBC Capital Markets - Joint Broker to Afferro +44 (0) 20 7653 4000
Martin Eales / Richard Hughes
Pelham Bell Pottinger +44 (0) 20 7861 3232
Daniel Thöle / James MacFarlane
About IMIC
International Mining Infrastructure Corporation plc (IMIC), in
conjunction with its privately held strategic partner African Iron
Ore Group (AIOG), is working to unlock value in the metals and
mining industry in West and Central Africa by providing
infrastructure solutions, for railways, deep-water ports, power
and/or iron ore beneficiation, that will allow the region's
emerging iron ore projects to develop into globally significant
export operations.
IMIC and AIOG are well positioned to partner African host
countries in the delivery of infrastructure arrangements, and to
assist with initiatives that best address the long-term aspirations
of their governments and people.
China, as consumer of 70% of the world's seaborne iron ore, is
key to this opportunity. A best in breed alliance of Chinese
construction and equipment groups and iron ore off-takers has been
carefully assembled to provide funding and delivery of projects and
onward sale of iron ore.
AIOG's major infrastructure project, in partnership with IMIC,
is the Simandou South iron ore project in the Republic of Guinea,
where there is an agreement with the Guinean government to deliver
a multi-purpose, multi-user infrastructure solution which
ultimately could become the backbone of the country's transport
network.
IMIC also takes strategic stakes in junior miners with the
intention of benefiting from the uplift in value once an
infrastructure solution is initiated.
IMIC shares are traded on the London Stock Exchange's AIM market
under the ticker symbol IMIC.
About Afferro Mining Inc:
Afferro is an established exploration and development company
listed on the TSX-V (AFF) and AIM (AFF). Afferro's portfolio
includes the 100% owned Nkout, Ntem and Akonolinga iron ore
projects. It also holds a 70% interest in the Ngoa project, an
exploration target bordering Nkout. All projects are subject to
government rights. Nkout has a National Instrument 43-101 ("NI
43-101") compliant Indicated Mineral Resource Estimate of 1.19Bt at
32.9% Fe and an Inferred Mineral Resource Estimate of 1.33Bt at
30.3% Fe. In addition Nkout has a NI 43-101 compliant Preliminary
Economic Assessment ("PEA") which indicates that the project is
economically viable. Ntem comprises a NI 43-101 compliant Indicated
Mineral Resource Estimate of 39.1Mt at 34.0% Fe and an Inferred
Mineral Resource Estimate of 76.4Mt at 34.2% Fe. The Company had
cash, cash equivalents and short-term deposits totaling $89m on the
31 December 2012 and is fully funded for at least the next two
years.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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