I know this is almost a year ago but I thought Id post this from Discovery Metals website which shows the deal made last year by Cupric Canyon where they took over the neighboring Botswana project at a PREMIUM price.
News Release from Discovery Metals Neighbouring Prospecting License holder in Botswana
Premium of approximately 88% to the 20-day volume weighted average price
“October 24, 2012 Hana Mining Agrees To C$0.82 Per Share All-Cash Acquisition By Cupric Canyon
Capital
Vancouver, Canada - October 24, 2012 - Hana Mining Ltd. (the "Company" or "Hana") (TSX: HMG)
and Cupric Canyon Capital LP ("Cupric") today jointly announced that they have entered into a
definitive agreement (the "Arrangement Agreement") pursuant to which Cupric has agreed to
acquire all of the issued and outstanding common shares of Hana ("Hana Shares") (other than the
Hana Shares it currently owns) by way of a statutory Plan of Arrangement (the "Arrangement")
under the Business Corporations Act (British Columbia). The management of Cupric is comprised of
experienced mining professionals in the copper industry specializing in exploration, development,
and operations, and Cupric is supported by the Barclays Natural Resource Investments division of
Barclays Bank PLC ("Barclays").
Under the Arrangement, shareholders of Hana will receive C$0.82 in cash for each common share of
Hana, representing a premium of approximately 88% to the 20-day volume weighted average price
of the Hana Shares on the TSX Venture Exchange as of October 23, 2012. The total consideration
payable to Hana shareholders is approximately C$67 million and the Arrangement values Hana's
equity at approximately C$82 million. Cupric has advised that it has completed all technical, legal,
and financial due diligence and has adequate financial resources to complete the all-cash
transaction. Upon closing of the transaction, Cupric intends to advance the Ghanzi project through
the design, construction and operational phases of its development.
Hana's Board of Directors, after consultation with the Company's financial and legal advisors, and
based on the recommendation of an independent committee of the Company's Board of Directors,
has unanimously determined that the Arrangement is fair to Hana's shareholders, other than Cupric,
and will recommend that Hana's shareholders vote in favour of the Arrangement. Scotia Capital Inc.,
acting as financial advisor to the Company and its Board of Directors, has provided an opinion that,
based upon and subject to the assumptions, limitations, and qualifications in such opinion, the
consideration to be received by Hana's shareholders is fair, from a financial point of view, to Hana
shareholders. All of the executive officers and directors of Hana as well as Hana's largest shareholder
Pala Investments Limited, which owns 19,413,800 Hana Shares or approximately 19.5% of the Hana
Shares, have entered into lock-up and support agreements with Cupric under which they have
agreed to vote in favour of the Arrangement.
The Arrangement Agreement is subject to customary representations, warranties and covenants of
each of Hana and Cupric. In addition, Hana has agreed that it will not solicit or initiate discussions
concerning the pursuit of any other acquisition proposals except in respect of unsolicited proposals
that the Hana Board of Directors in good faith determines could reasonably be expected to result in
a superior proposal. In the event of a superior proposal, Cupric has the right to either match such
superior proposal or receive a customary termination fee.
The terms and conditions of the Arrangement will be summarized in the Company's management
http://www.discoverymetals.com/files/media/20121026_pf_news_release_from_dmls_neighbour_hana_mining_for_website.pdf
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previous deal cupric canyon made
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