Widespread's Asian Minerals reacts to takeover offer
/New Zealand Exchange Limited
P.O. Box 2959
Wellington
25 May 2012
Dear Sir,
Widespread’s Asian Minerals reacts to Takeover Offer
Asian Mineral Resources (“ASN”) is one of Widespread’s largest investments. This shareholding (presently held at independent valuation based on our share of net assets) represents 19.4% of Widespread’s total assets.
ASN made the following announcement in Canada overnight concerning the Norilsk Nickel proposal.
For and on behalf of the Board,
Chris D Castle
Wellington
25 May 2012
120 Adelaide Street West, Suite 2500,
Toronto, Ontario
M5H 1T1 CANADA
Telephone: (416) 360-3412
Email: info@asianminres.com#9 Nguyen Hong Road
Ba Dinh District
Hanoi, VIETNAM
Telephone: +84 4 3773 7995
Facsimile: +84 4 3773 7996
Asian Mineral Resources Limited Responds to Norilsk Nickel’s Intention to Make an Offer
Toronto, Ontario – May 24, 2012. Asian Mineral Resources Limited (“AMR” or the “Corporation”) (TSX-V:ASN) today responds to the announcement by OJSC “MMC NORILSK NICKEL” (“Norilsk”) made on May 23, 2012, of Norilsk’s intention to make an all-cash take-over bid for all of the shares of AMR.
AMR’s directors considered a written invitation from Norilsk to enter into negotiations which was delivered mere hours before Norilsk issued its press release on May 23, 2012. The directors of AMR have considered Norilsk’s proposed offer as disclosed by Norilsk in its press release and determined that:
Norilsk’s proposed offer contains a number of terms which are vague and highly conditional. There is significant risk that Norilsk’s proposal will not result in an offer to AMR shareholders which is capable of being completed; and
the timing of Norilsk’s proposal exposes AMR to significant financial risks. If AMR does not proceed with the transaction with Pala Investments Holdings Limited (“Pala”), it will be required to pay a break fee to Pala. Given the Corporation’s current financial position and the conditional nature of Norilsk’s proposal, the failure of Norilsk to make an offer to AMR’s shareholders would significantly reduce AMR’s working capital, further delay development of its Ban Phuc Nickel Project and create significant risks of its status as a going concern.
Based on a recommendation of all of the independent directors of AMR who were able to attend a meeting of AMR’s directors, the AMR directors have determined that it is in the best interests of AMR to proceed with the special meeting of AMR’s shareholders scheduled for May 25, 2012 for the purposes of considering, and if thought appropriate, passing a resolution to approve the creation of a new control person pursuant to a private placement involving Pala.
AMR’s shareholders are cautioned that Norilsk’s press release of May 23, 2012, does not constitute an offer that is capable of being accepted by AMR’s shareholders and that such an offer may not be made or, if made, may not be completed.
Company Profile
Asian Mineral Resources Limited is developing the Ban Phuc Nickel Project in Vietnam, a 5 hour drive north-west of Hanoi, in which it has a 90% interest. For further details on the Corporation and the Ban Phuc Nickel Project, please refer to the website at www.asianmires.com or contact:
Paula Kember, CFO
120 Adelaide Street West, Suite 2500
Toronto, Ontario
M5H 1T1 CANADA
Telephone: (416) 360-3412
Facsimile: (416) 367-1954
Email: info@asianminres.com#9 Nguyen Hong Road
Ba Dinh District
Hanoi, VIETNAM
Telephone: +84 4 3773 7997
Facsimile: +84 4 3773 7996
