Kinross Succeeds in Bid for Aurelianadmin
Kinross Gold Corporation announced today it has been successful in its bid to acquire Aurelian Resources Inc. under its previously announced offer. A total of 108,524,181 common shares of Aurelian were validly deposited at the expiry time of the offer. Kinross now owns a total of 123,524,181 common shares of Aurelian. At the time of the close of the offer, this represented approximately 74.8% of Aurelian’s issued and outstanding common shares on a fully-diluted basis. However, following completion of the exchange of the outstanding Aurelian employee stock options for replacement Kinross stock options in the manner contemplated by the terms of the Kinross offer, a process that is expected to be completed shortly, this will represent approximately 80.8% of the issued and outstanding common shares on a fully-diluted basis.
Kinross has taken up these shares and payment for such deposited shares will be made on or before September 8, 2008. Kinross will issue approximately 34.4 million common shares and approximately 15.5 million warrants in respect of taking up the Aurelian shares validly deposited at the expiry time of the offer.
Kinross President and Chief Executive Officer Tye Burt said: “We are pleased that Aurelian’s shareholders have accepted our offer. We welcome them as Kinross shareholders and as participants in our growth strategy, including our plans to advance development of the Fruta Del Norte deposit responsibly, in cooperation with the government and people of Ecuador.”
Kinross has also extended its offer to enable those shareholders who have not yet tendered their Aurelian shares to the offer, to deposit their Aurelian shares to the offer. The offer, as extended, will now expire at 6 p.m. (Toronto time), on September 15, 2008. A notice of extension will be mailed to Aurelian shareholders in the coming days. If Kinross is successful in acquiring 90% of the shares of Aurelian under the offer (excluding those shares acquired in the private placement), it intends to acquire all of the remaining shares by compulsory acquisition.
Upon completion of the compulsory acquisition or alternatively, of a subsequent acquisition transaction, Kinross intends to de-list the Aurelian shares from the Toronto Stock Exchange. Shareholders are encouraged to tender their remaining Aurelian shares to the offer as soon as possible to receive prompt payment.
Aurelian shareholders who tendered to the offer will receive 0.317 of a Kinross common share and 0.1429 of a Kinross common share purchase warrant for each Aurelian common share tendered, subject in each case to adjustment with respect to fractional shares.
Kinross expects that Kinross common share purchase warrants issued pursuant to the offer will be listed for trading on the Toronto Stock Exchange under the symbol “K.WT.C” on or about September 8, 2008.
Kinross is a Canadian-based gold mining company with mines in the United States, Brazil, Russia and Chile, and approximately 5,000 employees worldwide. Kinross’ strategic focus is to maximize net asset value and cash flow per share through a four-point plan built on: generating growth from core operations; expanding capacity for the future; attracting and retaining the best people in the industry; and driving new opportunities through exploration and acquisition.