Nord Gold SE
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Publicatie datum
23 jul 2012 - 08:31
Statutaire naam
Nord Gold SE
Titel
Nord Gold N.V. Enters into Additional Lock-up Agreement in Connection with Proposed Offer to Minority Shareholders of High River Gold Mines Ltd.
Bericht
Amsterdam – July 23, 2012 – Nord Gold N.V. (“Nordgold” or the “Company”, LSE: NORD) announced today that it has entered into an additional lock-up agreement with a significant minority shareholder of High River Gold Mines Ltd. (“High River”, TSX: HRG) in connection with Nordgold’s previously announced intention to make an offer to acquire the outstanding common shares (the “Common Shares”) of High River not already owned by Nordgold and its affiliates. Under the terms of the proposed offer, eligible High River shareholders will have the right to elect to receive either: (i) 0.285 Nordgold global depositary receipts (“GDRs”) for each Common Share held by them (the “GDR Offer”); or (ii) C$1.40 in cash for each Common Share held by them (the “Cash Alternative”, together with the GDR Offer the “Offer”).
According to the terms of this additional lock-up agreement, the High River minority shareholder has agreed to tender its Common Shares and accept the GDR Offer. Including this additional lock-up agreement, minority High River shareholders holding an aggregate of 59,900,206 Common Shares, representing approximately 29 percent of the High River Common Shares not already owned by Nordgold and its affiliates, have committed to tender their Common Shares and accept the GDR Offer.
Nordgold currently owns 630,627,472 Common Shares, constituting approximately 75 percent of the Common Shares. At Nordgold’s closing share price on July 17, 2012, the GDR Offer values High River at approximately US$1.2 billion, or approximately 58 percent of the value of the fully consolidated Nordgold.
For additional details regarding the Offer, please see the press release of Nordgold dated July 18, 2012 available to eligible viewers on the Company’s website www.nordgold.com.
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