Quadra Mining Makes Offer For Equatorial Mining Limited
Quadra Mining Ltd. announced its intention to make an offer to acquire all of the issued & outstanding shares (49,902,956) of Equatorial Mining Limited. Quadra intends to offer AUS$9.26 cash per share through a wholly owned subsidiary Quadra Mining Australia Pty Ltd ("Quadra Australia"). Quadra's board believes that the offer of AUS$9.26 cash per share provides an attractive cash exit to the Equatorial shareholders in an otherwise illiquid market & represents a 32% premium to the closing share price as of July 19th.
Quadra also has an option agreement covering the Sierra Gorda Project, a significant copper deposit in Region II, Chile. The major asset of Equatorial is its 39% ownership interest in CCM El Tesoro, a Chilean company that owns & operates the El Tesoro Project located in Region II of Chile, close to the highway between the cities of Antofagasta & Calama. The mine is 28 kilometres east of the town of Sierra Gorda and Quadra's own exploration project.
The 61% shareholder in CCM El Tesoro, through wholly owned subsidiaries, is Antofagasta PLC, a public company registered in the United Kingdom, with substantial mining & infrastructure holdings in Chile. Quadra will prepare and mail to all Equatorial shareholders a bidder's statement describing the terms of the offer. The offer will be subject to certain conditions. Quadra has entered into a call option agreement with a subsidiary of AMP Life Limited ("AMP") the major shareholder in Equatorial, details.
The effect of the option agreement is that Quadra has a relevant interest in approx., 19.99% of the shares of Equatorial & the resultant acquisition price for Quadra is AUS$449 million. At an exchange rate of $1 Australian = US$0.75, this is equivalent to US$337 million. In the event of a higher offer, Quadra has the right to match. Quadra has entered into a commitment letter with UBS Loan Finance LLC & UBS Securities LLC for a loan facility to provide the funds necessary to acquire the Equatorial shares. The secured facility is in the amount of US$350 million & has a 7 year term.
The El Tesoro Project is an open pit mine and heap leach operation producing LME Grade "A" copper cathode via a solvent extraction & electrowinning process (SX/EW). As disclosed by Equatorial in their 2005 Annual Report, the Proven & Probable ore reserves at El Tesoroas of December 31, 2005 are 139.1 million tonnes grading 0.75% Cu at a 0.37% Cu cut-off (calculated in accordance with the JORC Code). Mining under the current life-of-mine plan is expected to continue until 2012 after which stockpiles will be treated until 2017. In 2005, cathode production was 98,121 tonnes and 2006 cathode production is estimated to be 91,618 tonnes.
Quadra will be converting all existingin formation into a Canadian NI43-101 compliant Technical Report in due course. In addition to the interest in CCM El Tesoro, Equatorial, through its Chilean subsidiaries, owns rights to 529 litres per second ("lps") of water from its well field located near Calama. Of this amount, 209 lps are dedicated to the El Tesoro Project but will revert to Equatorial after the operation ceases. The other 320 lps of water rights are not currently permitted & will require a dedicated project together with an associated environmental impact assessment before any portion of them can be used. The Direccion General de Aguas ("DGA") (water control authority of Chile) has since closed this area of Chile to granting of any new water rights. According to its latest financial statements, Equatorial also currently has cash holdings of over AUS$100 million.
The benefits to Quadra's shareholders from the potential acquisition of Equatorial include:
. Production growth with an immediate increase of approx., 50% inannual copper production
. Continued diversification from single mine status, reducing the risk profile of Quadra
. Potential implications with respect to water supply & financing of Sierra Gorda
. Maintains low political risk profile of Quadra
Paul Blythe, President & CEO, said "As we continue with our strategic business plan of becoming a mid-tier base metals production & development company, the potential acquisition of Equatorial Mining Ltd. is an excellent fit for us. As well as increasing Quadra's production profile, the acquisition also reduces the risk profile of Quadra, providing lower average cash costs, diversification of production &, as an established operation, fewer technical risks. The production of cathodes means that this asset is not affected by the volatile smelting market."
"While the El Tesoro Project is the main asset of this acquisition, the water rights held by Equatorial would obviously fit well with our own Sierra Gorda Project which is currently moving forward to pre-feasibility. We look forward to our increased presence in Chile, & being associated with a project operated by Antofagasta PLC, one ofthe world's premier copper mining companies."
RBC Capital Markets & Hill Street Capital are acting as financial advisors to Quadra. Macquarie Bank Ltd. is acting as advisors to AMP.


































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