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Hochschild and Andina Announce Mailing of Hochschild Offer and Take-Over Bid Circular and Andina Directors' Circular
By: Marketwired .
Nov. 21, 2012 05:09 PM
LONDON, UNITED KINGDOM and TORONTO, ONTARIO -- (Marketwire) -- 11/21/12 -- Hochschild Mining plc (LSE:HOC) ("Hochschild") and Andina Minerals Inc. (TSX VENTURE:ADM) ("Andina") today announced the mailing to Andina shareholders of Hochschild's offer and take-over bid circular and Andina's directors' circular, in connection with the previously announced recommended all-cash offer to be made by Hochschild (the "Offer") for all of the issued and outstanding common shares of Andina ("Shares").
Under the Offer, holders of Shares will receive C$0.80 in cash per Share.
The equity value of the Offer is approximately C$103 million on a fully-diluted basis and represents a premium of approximately 106% to the 20-day volume weighted average price of the Shares for the period ending 7 November 2012 on the TSX Venture Exchange, the last trading day prior to the announcement of the Offer.
The board of directors of Andina has approved the Offer and unanimously recommends that Andina shareholders tender their Shares to the Offer.
Andina's directors, senior management and a significant shareholder, Mackenzie Financial Corp., have entered into lock-up agreements with Hochschild agreeing to support the transaction, representing approximately 14% of the Shares outstanding.
Full details of the Offer are included in the take-over bid circular mailed today to Andina shareholders. The Offer will expire at 5:00 p.m. (Toronto time) on 28 December 2012, unless otherwise extended or withdrawn, and is subject to a number of customary conditions.
Hochschild has retained Georgeson Shareholder Communications Canada Inc. as information agent ("Information Agent") in connection with the Offer. Equity Financial Trust Company is the depositary ("Depositary") for the Offer. Any questions or requests for assistance or further information on how to tender Shares to the Offer may be directed to, and copies of the above referenced documents may be obtained by contacting, the Information Agent at 1-866-374-9877 or by email at firstname.lastname@example.org or by contacting the Depositary at 1-866-393-4891 (North America) or 1-416-361-0152 (overseas), or by email at email@example.com. Andina shareholders whose Shares are registered in the name of a broker, investment dealer, bank, trust company or other nominee should contact such nominee for assistance in depositing their Shares to the Offer.
About Hochschild Mining plc
Hochschild Mining plc is a leading precious metals company listed on the London Stock Exchange (LSE:HOC) with a primary focus on the exploration, mining, processing and sale of silver and gold. Hochschild has almost fifty years' experience in the mining of precious metal epithermal vein deposits and currently operates four underground epithermal vein mines, three located in southern Peru and one in southern Argentina. Hochschild also has numerous long-term projects throughout the Americas.
About Andina Minerals Inc.
Andina's primary focus is mining exploration and development in Chile. Andina's flagship development project is the 100%-owned Volcan Gold Project, strategically located in the prolific Maricunga Gold Belt in Chile.
In addition to Andina's extensive underexplored land position surrounding the Volcan Gold Project, Andina holds two other mineral properties located within Chile's primary mining regions.
Or visit Andina's website at www.andinaminerals.com.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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