Western Copper Corp. to Acquire Lumina Resources Corp.admin
Lumina Resources Corp. announces that it has signed an agreement with Western Copper Corp. , a Vancouver based copper development company, whereby Western Copper, through a plan of arrangement, will acquire all of the issued and outstanding shares of Lumina for a total consideration of approximately C$26 million. Under the plan of arrangement, Lumina shareholders will receive 1 share of Western Copper for 1 Lumina share.
The transaction represents approximately a 66% premium to Lumina’s closing price on Friday, September 15, 2006 and approximately a 63% premium to Lumina’s 20 day trading average closing price.
The transaction is subject to completion of a definitive arrangement agreement, approval by Lumina shareholders and the Supreme Court of British Columbia, and receipt of regulatory approval. The transaction is expected to close in late November or early December, 2006.
David Strang, President and CEO said, “This transaction provides Lumina’s shareholders with a significant share price premium and the opportunity to partake more fully in the current positive copper environment through participation in a stronger Canadian focused copper development company with a near term development project (Carmacks). In addition, Lumina’s three large copper and copper/gold projects provide the combined company with a strong, longer term, growth pipeline each of which will benefit from Western Copper’s significant treasury and project development management team.”
The Board of Directors of both companies have unanimously approved the transaction. The Directors of Lumina have received, as at the date hereof, an opinion from Raymond James Limited that the transaction is fair, from a financial point of view, to Lumina shareholders. Officers and directors of Lumina have agreed to enter into lock-up (representing approximately 29.5% of Lumina’s shares) and support agreements with Western Copper under which they have agreed to vote in favour of the transaction. In the event that the transaction is not completed, because a superior offer is accepted by Lumina shareholders, Lumina has agreed to pay Western Copper a termination fee equal to 3 percent of Lumina’s market capitalization on a fully diluted basis as of the trading date immediately preceding the date of termination.
Upon completion of the transaction, Ross Beaty, Lumina’s chairman has agreed to join the Board of Western Copper as co-chairman.
Western Copper was formed in May 2006 when Glamis Gold Ltd. acquired Western Silver Corp. for C$1.2 billion. As part of that transaction, a new company, Western Copper, was formed and vested with the Carmacks copper oxide project located in the Yukon, Canada, an early stage silver exploration project in Mexico, Western Silver’s key directors and officers and C$38 million.
The Carmacks copper oxide project is located approximately 200 kilometers north of Whitehorse in the Yukon. Historical estimates indicate that the deposit contains an open-pit mine. Basic engineering completed on the project in 1997, suggested that the project may be economic at copper prices above US$1.05/lb. Changes in economic factors such as cost escalation, metal prices and exchange rates over the past eight years may have affected this estimate and will be addressed in a feasibility study that is currently underway.
Western Copper is currently conducting a 10,000 meter drill program at Carmacks to update the known mineral resource estimate to NI 43-101 standards and to support the feasibility study which is expected to be completed in late 2006, early 2007. In addition, Western Copper is engaging local towns and First Nations communities in a consultation process in accordance with the Yukon Environmental and Socio-economic Assessment Board and has recommenced the permitting process and the environmental review of the project with the appropriate Yukon and Federal governmental bodies. Western Copper is targeting receipt of regulatory approval in the first quarter of 2007 with initiation of mine construction during the second quarter of 2007.
Lumina was formed through the reorganization of Lumina Copper Corp. in May 2005. Lumina owns the Casino copper-gold-molybdenum project located in the Yukon, the Hushamu copper-gold project located on north Vancouver Island and the Redstone copper-silver project located in the Northwest Territories. The NI 43-101 compliant mineral resource estimates for each project are shown in the table below.
This press release includes certain “Forward-Looking Statements” within the meaning of section 21E of the United States Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, included herein, including without limitation, statements regarding potential mineralization and reserves, exploration results and future plans and objectives of Lumina Resources Corp. or Western Copper Corp. are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements.
LUMINA RESOURCES CORP.
David Strang, President
(1) G.H. Giroux and D.J. Pawliuk, Qualified Persons (2) A.W. Gourlay, Qualified Person
(3) E.D. Titley, Qualified Person
Contacts: Lumina Resources Corp. Robert Pirooz Corporate Secretary (604) 687-0333 (604) 687-7041 (FAX)
Source: Lumina Resources Corp.