TORONTO, ONTARIO, Dec 11, 2008 (Marketwire via COMTEX News Network)
--
HudBay Minerals Inc. (TSX:HBM) ("HudBay") continues to take steps to
advance its acquisition of Lundin Mining Corporation
(TSX:LUN)(NYSE:LMC)(OMX:LUMI) ("Lundin").
TSX CONDITIONAL APPROVAL
HudBay
received conditional approval on December 10, 2008 from the Toronto
Stock Exchange (the "TSX") with respect to the HudBay shares that will
be issued as consideration in connection with the acquisition of the
Lundin shares. Final approval of the listing of HudBay shares is subject
to the ordinary conditions of the TSX for transactions of this nature
and does not require the approval of the shareholders of HudBay.
ADDITIONAL STOCK EXCHANGE LISTINGS AND PROGRESS ON PRIVATE PLACEMENT
Consistent
with its positioning as a new Canadian leader in global mining, HudBay
has decided to pursue a listing on a U.S. stock exchange, and is
considering listing on the OMX in Stockholm.
Although HudBay and its shareholders continue to be well-served by the
company's TSX listing, the company believes additional listings will
enhance liquidity as HudBay grows and better meet the needs of its
international investors. HudBay expects to complete a listing on a U.S.
exchange in conjunction with the closing of the Lundin transaction.
Because
HudBay has elected to pursue a U.S. listing, the previously announced
private placement may now be completed in accordance with applicable
U.S. federal securities laws. As a result, the company intends to close
the private placement in accordance with HudBay's obligations under its
subscription agreement with Lundin, and acquire 96,997,492 common shares
of Lundin at a price of Cdn. $1.40 per share, representing a 19.9%
interest in Lundin. Accordingly, the previously contemplated loan
transaction with Lundin is no longer necessary.
RESPONSE TO REQUISITIONS FOR SHAREHOLDER MEETING
After
carefully considering the requisitions of Jaguar Financial Corp. and
another party requesting a shareholder meeting and after receiving the
advice of legal counsel, HudBay's board of directors has determined that
the requisitions are not valid as they do not satisfy the requirements
of Section 143(1) of the Canada Business Corporations Act since their
signatories were not registered holders of any shares of HudBay at the
time of the request. HudBay's board of directors confirms that it will
call a meeting of shareholders in accordance with the provisions of the
Canada Business Corporations Act upon receipt of a valid requisition.
HudBay
remains committed to completing the acquisition, which will provide the
company's shareholders with outstanding producing assets in stable
jurisdictions and excellent development
opportunities while preserving superior balance sheet strength and
providing strong cash flow.
HudBay encourages shareholders to refer to the websites of HudBay (www.hudbayminerals.com) and Lundin (www.lundinmining.com) for accurate, factual information about their respective operations and the proposed acquisition of Lundin.
ABOUT HUDBAY MINERALS INC.
HudBay
is a leading base metals mining company with assets in North and
Central America. The company is investing for the future in one of the
most ambitious exploration programs in Canada, targeting its 400,000
hectare exploration territory in the Flin Flon Greenstone Belt. An
integrated mining company, HudBay operates zinc and copper mines,
concentrators and metal production facilities in northern
Manitoba and Saskatchewan, a zinc oxide production facility in Ontario,
the White Pine Copper Refinery in Michigan, and
owns the Fenix nickel project in Guatemala. In addition to its primary
products, the Company also produces gold, silver and zinc oxide. HudBay
is a member of the S&P/TSX Composite Index and the S&P/TSX
Global Mining Index.
FORWARD-LOOKING INFORMATION
This news
release contains "forward-looking information" within the meaning of
applicable securities laws. Forward-looking information includes, but is
not limited to, information concerning the proposed business
combination between HudBay and Lundin and matters relating thereto.
Generally, forward-looking information can be identified by the use of
forward-looking terminology such as "plans", "expects", or "does not
expect", "is expected", "budget", "scheduled", "estimates", "forecasts",
"intends", "anticipates", or "does not anticipate", or "believes" or
variations of such words and phrases or statements that certain
actions, events or results "may", "could", "would", "might", or "will be
taken", "occur", or "be achieved". Forward-looking information is based
on the opinions and estimates of management at the date the information
is made, and is based on a number of assumptions and subject to a
variety of risks and uncertainties and other factors that could cause
actual events or results to differ materially from those projected in
the forward-looking information. Assumptions upon which such
forward-looking information is based include, without limitation, that
the shareholders of Lundin will approve the Transaction, that all
required third party, court, regulatory and governmental approvals to
the Transaction will be obtained and all other conditions to completion
of the Transaction will be satisfied or waived. Many of these
assumptions are based on factors and events that are not within the
control
of HudBay and Lundin and there is no assurance they will prove to be
correct. Factors that could cause actual results to vary materially from
results anticipated by such forward-looking information include changes
in market conditions, variations in ore grade or recovery rates, risks
relating to international operations, fluctuating metal prices and
currency exchange rates, changes in project parameters, the possibility
of project cost overruns or unanticipated costs and expenses, labour
disputes and other risks of the mining industry, failure of plant,
equipment or processes to operate as anticipated, the business of the
companies not being integrated successfully or such integration proving
more difficult, time consuming or costly than expected as well as those
risk factors discussed in the Annual Information Form for the year ended
December 31, 2007 for each of HudBay and Lundin
available at www.sedar.com, and the Annual Report on Form 40-F for the year ended December 31, 2007 of Lundin available at www.sec.gov.
Although HudBay and Lundin have attempted to identify important factors
that could cause actual actions, events or results to differ materially
from those described in forward-looking information, there may be other
factors that cause actions, events or results not to be anticipated,
estimated or intended. There can be no assurance that forward-looking
information will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
information. HudBay and Lundin undertake no obligation to update
forward-looking information if circumstances or management's estimates
or opinions should change except as
required by applicable securities laws. The reader is cautioned not to
place undue reliance on
forward-looking information.
This news release and the
information contained herein does not constitute an offer of securities
for sale in the United States and securities may not be offered or sold
in the United States absent registration or exemption from registration.
(HBM-G)
SOURCE: HudBay Minerals Inc.
HudBay Minerals Inc.
Annemarie Brissenden
Manager, Investor Relations
(416) 362-0615
Email: annemarie.brissenden@hudbayminerals.com
Website: www.hudbayminerals.com
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