Breakwater Resources Ltd. Announces Extension of Nyrstar Offer
27.07.2011 | Marketwire
TORONTO, 07/27/11 - Breakwater Resources Ltd. (TSX: BWR)(TSX: BWR.WT.A) ('Breakwater') today acknowledges notice of the announcement made by Nyrstar NV ('Nyrstar') that the expiry time of the offer (the 'Offer') by Nyrstar Canada Resources Ltd. ('AcquisitionCo'), a wholly-owned subsidiary of Nyrstar (AcquisitionCo and Nyrstar, collectively, the 'Offeror'), to purchase, upon the terms and subject to the conditions described in the Offer, all of the issued and outstanding common shares (the 'Common Shares') of Breakwater, at a price of Cdn.$7.00 in cash per Common Share, has been extended from July 29, 2011 until August 25, 2011. All other terms and conditions of the Offer described in the Offeror's Offer and circular dated June 23, 2011 remain the same.The extension of the Offer is due to the regulatory approval process and related review periods of the requisite competition authority filings, and the approval required under the Investment Canada Act. All submissions have been made and are being reviewed by the relevant authorities. Both the Offeror and Breakwater expect that the requisite approvals will be received prior to August 25, 2011.
In respect of the Competition Act (Canada) approval, a 'no-action' letter and waiver from merger notification was received from the Competition Bureau on June 30, 2011, indicating that the Commissioner of Competition does not, at this time, intend to make an application to the Competition Tribunal in respect of the consummation of the acquisition. Receipt of this 'no-action' letter satisfies the condition in the Offer requiring Competition Act (Canada) approval.
The Offer is now open for acceptance until 5:00 p.m. (Toronto time) on August 25, 2011, unless further extended, and is conditional upon, among other things, customary regulatory approvals and there having been validly deposited (and not withdrawn) at least 66 2/3% of the outstanding Common Shares (on a fully-diluted basis).
A notice announcing the extension of the Offer will be sent by the Offeror to Breakwater securityholders. The notice will also be available for review under Breakwater's profile on SEDAR at www.sedar.com.
About Breakwater
Breakwater is a mining, exploration and development company which produces and sells zinc, copper, lead and gold concentrates to customers around the world. The Company's concentrate production is derived from three mines in Chile, Honduras and Canada. Breakwater is preparing the Langlois mine in Quebec, Canada for production in the first quarter of 2012.
About Nyrstar
The partner of choice in essential resources for the development of a changing world. Nyrstar is a leading global multi-metals business, producing significant quantities of zinc and lead as well as other products (including silver, gold and copper). Nyrstar is listed on NYSE Euronext Brussels under the symbol NYR. For further information visit the Nyrstar website, www.nyrstar.com.
Forward Looking Information
This news release includes certain statements that may be deemed 'forward-looking statements.' All statements in this release relating to the proposed take-over bid are of necessity forward looking. The outcome of a take-over bid cannot be certain because the process is subject to a number of conditions described in the take-over bid and directors' circulars referred to above. Although the Company believes that the expectations expressed in such forward looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual events or developments may differ materially from those in the forward looking statements and may require achievement of a number of regulatory and legal requirements. For more information on Breakwater and the risk factors inherent in its business, investors should review Breakwater's Annual Information Form for the year ended December 31, 2010 at www.sedar.com.
Should you require further information please contact:
Kingsdale Shareholder Services Inc. can be reached at 1-800-775-5159 toll free in North America, or at 1-416-867-2272 outside of North America, or by e-mail at contactus@kingsdaleshareholder.com.
Contacts:
Breakwater Resources Ltd.
Ann Wilkinson, Vice President, Investor Relations
416-363-4798 Ext. 277
AWilkinson@breakwater.ca
