Petaquilla Copper Ltd. Issues Directors Circular in Response to Inmet Offer
Tuesday, August 12th 2008
Petaquilla Copper Ltd. announced its formal response to the unsolicited offer by 6910360 Canada Inc., a wholly owned subsidiary of Inmet Mining Corporation to acquire all of the outstanding common shares of PTC. The Company’s response and related materials will be mailed to PTC shareholders today and filed on SEDAR. The Directors’ Circular is also available from the Company’s website.
The Board of Directors of PTC has concluded that it requires further time to consider the merits of the Inmet Offer. The Board has determined to make no recommendation to PTC shareholders in respect of the offer at this time. The Board intends to communicate with PTC shareholders on a timely basis prior to the expiry of the Inmet Offer and urges shareholders not tender to the Inmet Offer until such further communication is made by the Board.
The following is a summary of the principal reasons for the unanimous decision by the Board of Directors to make no recommendation with respect to the Inmet Offer:
– The Inmet Offer is based on outdated and incomplete data and does not take into account certain technical factors that could add significant value to the copper project being developed by PTC, Teck Cominco Limited and Inmet in Panama. The full impact of these factors is currently unknown. – Strategic alternatives including alternative business combinations are being pursued by PTC with the intention to generate value for the PTC shareholders that is superior to the Inmet Offer. – PTC is currently involved in arbitration with Teck which, if successful, will result in PTC owning 52% of the Project. The Inmet Offer values PTC shares on the basis of the Company owning a 26% interest in the Project and does not reflect the potential for PTC to succeed in arbitration and the resulting effect in the value of PTC shares. – The value to PTC of its right to bid to provide power to the Project is not quantifiable at this time.
– To date PTC has been unable to obtain consent from Teck to allow its advisors to discuss the interim Front-end Engineering and Design (FEED) study prepared by AMEC Americas Limited directly with AMEC, which PTC believes is necessary to fully assess the Project.
The Inmet Offer is open for acceptance until September 3, 2008, and is subject to a number of conditions. Accordingly, there is no necessity for PTC shareholders to take any action with respect to the Inmet Offer at this time.
Petaquilla Copper Ltd. is a resource development company headquartered in Vancouver, Canada. Its shares are listed on the Toronto Stock Exchange under the symbol PTC. Petaquilla Copper Ltd. also owns 49% of the issued shares of Petaquilla Infrastructure Ltd., a company incorporated to manage and expedite the development of the power, port and related infrastructure in support of the Molejon Gold Mine of Petaquilla Minerals Ltd. and the future development of the Petaquilla Copper mine.
