News
Lundin Board Recommends Shareholders Reject Unsolicited Equinox Offer
TORONTO, ONTARIO–(Marketwire - March 20, 2011) - Lundin Mining Corporation (“Lundin Mining” or the “Company”) (TSX:LUN)(OMX:LUMI) today announced that its Board of Directors, after careful consideration with the assistance of its Special Committee, financial advisors and legal advisors, unanimously recommend that Lundin Mining shareholders REJECT the unsolicited offer (the “Unsolicited Offer”) from Equinox Minerals Limited (“Equinox”) to acquire all of the outstanding common shares of Lundin Mining. Commenting on the offer, Mr. Lukas Lundin, Chairman of Lundin Mining said, “The offer has such extensive conditions that even if the amount of the offer was not so financially inadequate, the Board would not recommend that shareholders accept the offer because we have no confidence that it would ever close.” In forming this view, the Board of Directors received the unanimous recommendation of the Special Committee of Lundin Mining. The Special Committee, with the assistance of its legal and financial advisors, carefully considered and reviewed the terms and conditions of the Unsolicited Offer and unanimously concluded that it is not in the best interests of Lundin Mining shareholders or Lundin Mining. In making its recommendation to the Board, the Special Committee considered a number of factors, including an inadequacy opinion received from Haywood Securities Inc., its financial advisors. In addition, the Board received an inadequacy opinion from the Board’s own financial advisor, Scotia Capital Inc. Mr. Phil Wright, Chief Executive and a Director of Lundin Mining noted, “Shareholders should be very wary of this offer and carefully review the information supporting it, or indeed the lack thereof. “Taking on US$3.2 billion in debt on partially undisclosed terms, and the basis of their production forecasts are two things in particular to reflect on. “Equinox is essentially asking shareholders to grant them an option to acquire Lundin Mining, at their discretion, and their lenders discretion, at a price that is inadequate and containing substantial risks if implemented”, Mr. Wright said. The Board recommends to Lundin Mining shareholders that they REJECT the Unsolicited Offer and DO NOT TENDER their Lundin Mining shares for the following reasons:
The Board’s recommendation to Lundin Mining shareholders that they REJECT the Unsolicited Offer and DO NOT TENDER their Lundin Mining shares, as well as a more detailed discussion of the reasons for rejecting the Unsolicited Offer and the inadequacy opinions provided by Lundin Mining’s financial advisors, is contained in the Directors’ Circular that will be mailed to each of Lundin Mining’s shareholders and filed with Canadian securities regulatory authorities. The Directors’ Circular will be available on SEDAR at www.sedar.com and on the Lundin Mining website at www.lundinmining.com. Shareholders are advised to read the Directors’ Circular carefully and in its entirety, as it contains important information regarding Lundin Mining, Equinox and the Unsolicited Offer. Scotia Capital is acting as financial advisor to Lundin Mining and Cassels Brock & Blackwell LLP is acting as its legal advisor. The Board notes that further communication relating to Lundin Mining’s proposed arrangement with Inmet Mining Corporation will be provided in due course. How to Withdraw Tendered Shares To reject the Unsolicited Offer, you should do nothing. The Unsolicited Offer is open for acceptance until April 14, 2011. Shareholders who have already tendered their shares to the Unsolicited Offer can withdraw them at any time before they have been taken up and accepted for payment by Equinox. Shareholders holding shares through a dealer, broker or other nominee should contact such dealer, broker or nominee to withdraw their Lundin Mining shares. Shareholders may also contact the information agent retained by Lundin Mining, Phoenix Advisory Partners, North America Toll-Free at 1-888-687-7513, or banks and brokers and collect calls outside North America at +1-647-426-4458 or via email at inquiries@phoenixadvisorypartners.com. Conference Call and Webcast Information The Company will hold a telephone conference call with an interactive presentation at 20:00 CET (15:00 PM EST, 12:00 PM PST) March 21, 2011 and at 06:00 (EST in Australia) March 22, 2011. Please call in 10 to 15 minutes before the conference starts and stay on the line (an operator will be available to assist you). PLEASE NOTE!! Confirmation Code to quote when dialling in: 7318454# Call-in number, Canada: +1 514 315 1009 To take part in the interactive presentation, please log on using this direct link: http://www.livemeeting.com/cc/premconfeurope/join?id=7318454&role=attend&pw=pw5465 Or visit the website www.euvisioncast.com and login using the following: Meeting ID: 7318454 A replay of the conference call will be available until March 28, 2011 at the following numbers: Replay number in Europe is: +46 (0)8 5051 3897 About Lundin Mining Lundin Mining Corporation is a diversified base metals mining company with operations in Portugal, Sweden, Spain and Ireland, producing copper, zinc, lead and nickel. In addition, Lundin Mining holds a development project pipeline which includes an expansion project at its Neves‐Corvo mine along with its equity stake in the world class Tenke Fungurume copper/cobalt mine in the Democratic Republic of Congo. On Behalf of the Board, Phil Wright, President and CEO Forward Looking Statements Certain of the statements made and information contained herein is “forward-looking information” within the meaning of the Ontario Securities Act or “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934 of the United States. Forward-looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ from those reflected in the forward-looking statements, including, without limitation, risks and uncertainties relating to foreign currency fluctuations; risks inherent in mining including environmental hazards, industrial accidents, unusual or unexpected geological formations, ground control problems and flooding; risks associated with the estimation of mineral resources and reserves and the geology, grade and continuity of mineral deposits; the possibility that future exploration, development or mining results will not be consistent with the Company’s expectations; the potential for and effects of labour disputes or other unanticipated difficulties with or shortages of labour or interruptions in production; actual ore mined varying from estimates of grade, tonnage, dilution and metallurgical and other characteristics; the inherent uncertainty of production and cost estimates and the potential for unexpected costs and expenses, commodity price fluctuations; uncertain political and economic environments; changes in laws or policies, foreign taxation, delays or the inability to obtain necessary governmental permits; and other risks and uncertainties, including those described under Risk Factors Relating to the Company’s Business in the Company’s Annual Information Form and in each management discussion and analysis. Forward-looking information is in addition based on various assumptions including, without limitation, the expectations and beliefs of management, the assumed long term price of copper, nickel, lead and zinc; that the Company can access financing, appropriate equipment and sufficient labour and that the political environment where the Company operates will continue to support the development and operation of mining projects. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements. Accordingly, readers are advised not to place undue reliance on forward-looking statements. FOR FURTHER INFORMATION PLEASE CONTACT: Sophia Shane
Lundin Mining Corporation Investor Relations North America +1-604-689-7842 John Miniotis Lundin Mining Corporation Senior Business Analyst +1-416-342-5560 +1-416-348-0303 Robert Eriksson Lundin Mining Corporation Investor Relations Sweden +46 8 545 015 50 www.lundinmining.com |