Post by terahertz on Dec 6, 2007 22:32:36 GMT -5
I wish for this same Pr to Us, no R/s. LOL
Newmont Extends Miramar Offer to Allow Satisfaction of Investment Canada Condition
DENVER, and VANCOUVER, British Columbia, Dec. 6 /PRNewswire-FirstCall/
-- Newmont Mining Corporation ("Newmont") (NYSE: NEM) and Miramar Mining
Corporation ("Miramar") (TSX: MAE; AMEX: MNG) announced today that Newmont
has extended the period for acceptance of its offer to purchase the common
shares of Miramar to 5:00 p.m. (Toronto time) on December 21, 2007. Newmont
expects to mail a formal notice of extension to all Miramar shareholders on
December 7, 2007.
The offer is being extended to accommodate a condition of the offer
requiring approval of the acquisition under the Investment Canada Act that
has not yet been satisfied. The initial review period under the Investment
Canada Act will expire on December 13, 2007.
Separately, an advance ruling certificate was received from the
Commissioner of Competition under the Competition Act (Canada) on November
23, 2007, which permits Newmont to proceed with the transaction under the
Competition Act (Canada).
The board of directors of Miramar continues its unanimous determination
that the offer is fair, from a financial point of view, to the Miramar
shareholders and continues to unanimously recommend that Miramar
shareholders accept the C$6.25 all cash offer and tender all of their
shares. All of the directors and senior officers of Miramar have tendered
their shares to the offer.
Richard O'Brien, President and Chief Executive Officer of Newmont,
said, "When we entered into our agreement with Miramar, we carefully
examined the opportunity that Miramar represents. We continue to believe
that our offer remains competitive with other development opportunities
available to us, while providing full and fair value to Miramar
shareholders."
Tony Walsh, President and Chief Executive Officer of Miramar, said, "We
believe Newmont's offer takes into account the value of the existing
resources at Hope Bay along with its significant upside potential and, in
that context, are continuing to recommend that our shareholders accept the
offer."
The offer and take-over bid circular dated October 31, 2007 that has
been filed with the Canadian securities commissions and the United States
Securities and Exchange Commission is, and the notice of extension that is
being filed will be, available at www.sedar.com and
www.sec.gov.
MacKenzie Partners, Inc. is the information agent for the offer.
Shareholders can obtain copies of the offer and take-over bid circular and
related materials at no charge from the information agent, MacKenzie
Partners, Inc. at (800) 322-2885 or by email at
miramar@mackenziepartners.com. Newmont Extends Miramar Offer To Satisfy
Investment Canada Condition (December 6, 2007) Page 2 of 2
About Newmont:
Founded in 1921 and publicly traded on the NYSE since 1925, Newmont is
one of the largest gold companies in the world. Headquartered in Denver,
Colorado, the company employs approximately 15,000 people, the majority of
whom work at Newmont's core operations in the United States, Australia,
Peru, Indonesia and Ghana. Newmont is the only gold company listed in the
S&P 500 index and in the Dow Jones Sustainability Index-World. Newmont's
industry leading performance is reflected through high standards in
environmental management, health and safety for its employees and creating
value and opportunity for host communities and shareholders.
About Miramar:
Miramar is a Canadian gold company that controls the Hope Bay Project,
one of the largest undeveloped gold projects in North America. The Hope Bay
Project extends over 1,000 square kilometers and encompasses one of the
most prospective undeveloped greenstone belts in North America.
More Information and Where to Find It:
Newmont and Miramar have filed materials related to the offer for all
of the outstanding common shares of Miramar, including the offer, the
accompanying take-over bid circular and the Miramar directors' circular,
with the Canadian securities commissions and the U.S. Securities and
Exchange Commission. Investors and security holders are advised to read
these materials because they contain important information. Investors and
security holders may obtain materials that are filed with the Canadian
securities commissions and the SEC, including the offer, the accompanying
take-over bid circular and Miramar's directors' circular, and the notice of
extension when it becomes available, at www.sedar.com and
www.sec.gov.
Cautionary Statement:
This news release contains forward-looking statements, including
"forward- looking statements" within the meaning of applicable Canadian and
United States securities laws. Such forward-looking statements include,
without limitation, statements regarding the timing, terms and conditions
and anticipated consequences of the proposed transaction. Where statements
by Newmont or Miramar express or imply an expectation or belief as to
future events or results, such expectation or belief is expressed in good
faith and believed to have a reasonable basis. However, forward-looking
statements are subject to risks, uncertainties and other factors, which
could cause actual results to differ materially from future results
expressed, projected or implied by such forward-looking statements. The
completion of the proposed transaction is subject to a number of terms and
conditions including, without limitation, acceptance of the offer by
holders of the requisite number of common shares of Miramar, approval of
Canadian foreign investment regulators and certain termination rights
available under the agreement relating to the transaction. Neither Newmont
nor Miramar undertakes, and each expressly disclaims, any obligation to
release publicly revisions to any forward-looking statement to reflect
events or circumstances after the date of this news release, or to reflect
the occurrence of unanticipated events, except as may be required under
applicable securities laws. Additionally, Newmont and Miramar each
expressly disclaims any obligation to comment on expectations of, or
comments made by, third parties in respect of the proposed transaction.
SOURCE Newmont Mining Corporation
www.prnewswire.com/cgi-bin/stories.pl?ACCT=104&STORY=/www/story/12-06-2007/0004718442&EDATE=
Newmont Extends Miramar Offer to Allow Satisfaction of Investment Canada Condition
DENVER, and VANCOUVER, British Columbia, Dec. 6 /PRNewswire-FirstCall/
-- Newmont Mining Corporation ("Newmont") (NYSE: NEM) and Miramar Mining
Corporation ("Miramar") (TSX: MAE; AMEX: MNG) announced today that Newmont
has extended the period for acceptance of its offer to purchase the common
shares of Miramar to 5:00 p.m. (Toronto time) on December 21, 2007. Newmont
expects to mail a formal notice of extension to all Miramar shareholders on
December 7, 2007.
The offer is being extended to accommodate a condition of the offer
requiring approval of the acquisition under the Investment Canada Act that
has not yet been satisfied. The initial review period under the Investment
Canada Act will expire on December 13, 2007.
Separately, an advance ruling certificate was received from the
Commissioner of Competition under the Competition Act (Canada) on November
23, 2007, which permits Newmont to proceed with the transaction under the
Competition Act (Canada).
The board of directors of Miramar continues its unanimous determination
that the offer is fair, from a financial point of view, to the Miramar
shareholders and continues to unanimously recommend that Miramar
shareholders accept the C$6.25 all cash offer and tender all of their
shares. All of the directors and senior officers of Miramar have tendered
their shares to the offer.
Richard O'Brien, President and Chief Executive Officer of Newmont,
said, "When we entered into our agreement with Miramar, we carefully
examined the opportunity that Miramar represents. We continue to believe
that our offer remains competitive with other development opportunities
available to us, while providing full and fair value to Miramar
shareholders."
Tony Walsh, President and Chief Executive Officer of Miramar, said, "We
believe Newmont's offer takes into account the value of the existing
resources at Hope Bay along with its significant upside potential and, in
that context, are continuing to recommend that our shareholders accept the
offer."
The offer and take-over bid circular dated October 31, 2007 that has
been filed with the Canadian securities commissions and the United States
Securities and Exchange Commission is, and the notice of extension that is
being filed will be, available at www.sedar.com and
www.sec.gov.
MacKenzie Partners, Inc. is the information agent for the offer.
Shareholders can obtain copies of the offer and take-over bid circular and
related materials at no charge from the information agent, MacKenzie
Partners, Inc. at (800) 322-2885 or by email at
miramar@mackenziepartners.com. Newmont Extends Miramar Offer To Satisfy
Investment Canada Condition (December 6, 2007) Page 2 of 2
About Newmont:
Founded in 1921 and publicly traded on the NYSE since 1925, Newmont is
one of the largest gold companies in the world. Headquartered in Denver,
Colorado, the company employs approximately 15,000 people, the majority of
whom work at Newmont's core operations in the United States, Australia,
Peru, Indonesia and Ghana. Newmont is the only gold company listed in the
S&P 500 index and in the Dow Jones Sustainability Index-World. Newmont's
industry leading performance is reflected through high standards in
environmental management, health and safety for its employees and creating
value and opportunity for host communities and shareholders.
About Miramar:
Miramar is a Canadian gold company that controls the Hope Bay Project,
one of the largest undeveloped gold projects in North America. The Hope Bay
Project extends over 1,000 square kilometers and encompasses one of the
most prospective undeveloped greenstone belts in North America.
More Information and Where to Find It:
Newmont and Miramar have filed materials related to the offer for all
of the outstanding common shares of Miramar, including the offer, the
accompanying take-over bid circular and the Miramar directors' circular,
with the Canadian securities commissions and the U.S. Securities and
Exchange Commission. Investors and security holders are advised to read
these materials because they contain important information. Investors and
security holders may obtain materials that are filed with the Canadian
securities commissions and the SEC, including the offer, the accompanying
take-over bid circular and Miramar's directors' circular, and the notice of
extension when it becomes available, at www.sedar.com and
www.sec.gov.
Cautionary Statement:
This news release contains forward-looking statements, including
"forward- looking statements" within the meaning of applicable Canadian and
United States securities laws. Such forward-looking statements include,
without limitation, statements regarding the timing, terms and conditions
and anticipated consequences of the proposed transaction. Where statements
by Newmont or Miramar express or imply an expectation or belief as to
future events or results, such expectation or belief is expressed in good
faith and believed to have a reasonable basis. However, forward-looking
statements are subject to risks, uncertainties and other factors, which
could cause actual results to differ materially from future results
expressed, projected or implied by such forward-looking statements. The
completion of the proposed transaction is subject to a number of terms and
conditions including, without limitation, acceptance of the offer by
holders of the requisite number of common shares of Miramar, approval of
Canadian foreign investment regulators and certain termination rights
available under the agreement relating to the transaction. Neither Newmont
nor Miramar undertakes, and each expressly disclaims, any obligation to
release publicly revisions to any forward-looking statement to reflect
events or circumstances after the date of this news release, or to reflect
the occurrence of unanticipated events, except as may be required under
applicable securities laws. Additionally, Newmont and Miramar each
expressly disclaims any obligation to comment on expectations of, or
comments made by, third parties in respect of the proposed transaction.
SOURCE Newmont Mining Corporation
www.prnewswire.com/cgi-bin/stories.pl?ACCT=104&STORY=/www/story/12-06-2007/0004718442&EDATE=