14 May 2007
14 May 2007
Kazakhmys PLC announces offer to acquire Eurasia Gold Inc.
Kazakhmys PLC ("Kazakhmys") (LSE: KAZ) today announces its take-over bid offer
(the "Offer") to acquire all of the outstanding ordinary shares of Eurasia Gold
Inc. ("Eurasia Gold") (TSX: EGX) at a price of C$0.85 in cash per Eurasia Gold
share. The Offer values Eurasia Gold at approximately C$288 million, equivalent
to approximately US$260 million based on the closing CAD/USD exchange rate as at
11 May 2007. Based on the TSX closing price of C$0.76 for a common share of
Eurasia Gold as at 11 May 2007, the proposed Offer price represents a premium of
Kazakhmys intends to formally commence the Offer on or about 15 May 2007. The
Offer will be fully financed from Kazakhmys' existing cash balances.
Mr Kumar Mukashev, Chairman of Eurasia Gold, TKA Corporation and certain other
shareholders controlled by Mr Kumar Mukashev which, in aggregate, hold or
control approximately 79% of the common shares of Eurasia Gold, have entered
into lock-up agreements with Kazakhmys pursuant to which they have agreed to
tender all of their shares in Eurasia Gold to the Offer.
Eurasia Gold has estimated resources of approximately 1.9 Moz of gold and gold
equivalent (Measured & Indicated by JORC and C1 Former Soviet Union standard).
Approximately half of these resources are located in Kazakhstan, with the
remaining resources located in Kyrgyzstan. In addition, there is a high-grade
silver deposit in Tajikistan.
Eurasia Gold offers a well-balanced portfolio of commercial mining, new
development and exploration opportunities, as well as a proven track record of
bringing development assets into production. Eurasia Gold will put new
development assets into construction in 2007/2008, with first production
expected in 2009/2010. According to its public disclosure record, Eurasia Gold
sold 44,989 oz of gold in 2006.
The proposed acquisition is the latest step in Kazakhmys' strategy of building a
diversified natural resources company in Kazakhstan and neighbouring countries.
Kazakhmys continues to evaluate a wide range of opportunities to pursue this
strategy. The transaction is expected to generate synergies by combining the
companies' operations in the region.
Vladimir Kim, Kazakhmys' Executive Chairman said:
"This acquisition is an exciting step in delivering on our diversification
strategy. As well as offering excellent growth potential in its own right,
Eurasia Gold will also act as a stepping stone for Kazakhmys in neighbouring
countries where there is potential for further expansion."
Oleg Novachuk, Kazakhmys' Chief Executive said:
"We believe the gold industry has a number of attractive characteristics and
offers the potential to deliver substantial returns to our shareholders. In
particular, the gold industry in Kazakhstan and the neighbouring states is in
the early stages of a major expansion both in exploration and extraction. This
presents an outstanding opportunity for a company with Kazakhmys' skills and
expertise. The acquisition of Eurasia Gold creates a strong platform for future
development and we will continue to pursue other opportunities in the sector
where we believe the prospects and returns on investment are appropriate."
Full details of the Offer will be included in the formal offer and take-over bid
circular to be filed with the regulatory authorities and mailed to Eurasia Gold
shareholders in accordance with applicable securities laws. The Offer will
remain open for 35 days following the mailing date and will be subject to
certain specified conditions, including among other things: (a) at least 75 per
cent of the Eurasia Gold shares, on a fully-diluted basis, being validly
deposited and not withdrawn; (b) receipt of all necessary regulatory approvals;
and (c) no material adverse change having occurred in the business of Eurasia
Gold. Subject to applicable laws, Kazakhmys reserves the right to withdraw the
Offer and not to take up and pay for any Eurasia Gold shares deposited under
such Offer unless each of the conditions of the Offer is satisfied or waived by
Kazakhmys prior to the expiry of the Offer.
For further information please contact:
Jinsoo Yang, Head of Investor Relations
Sergei Stephantsov, Deputy Head of Investor Relations
Tel:+44 20 7901 7800
Tel:+44 20 7251 3801
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Notes to Editors
Kazakhmys is a London listed natural resources company with primary operations
in Kazakhstan and Germany. Kazakhmys' operations are vertically integrated and
its principal business is the mining, processing, smelting, refining and sale of
copper and copper products as well as various by-products such as zinc, gold and
silver. Kazakhmys operates 19 open pit and underground mines and two smelting
and refining complexes in Kazakhstan and a copper products fabrication company
This information is provided by RNS
The company news service from the London Stock Exchange