TORONTO, April 15, 2014 /PRNewswire/ - Augusta Resource
Corporation (TSX and NYSE MKT: AZC) ("Augusta" or the
"Company") notes the announcement by HudBay Minerals Inc.
("HudBay") that it has applied to the British Columbia Securities
Commission to seek to cease trade Augusta's shareholder rights
plan. This is a deliberate attempt by HudBay to deny
Augusta's shareholders of their ability to make one of the most
critical decisions in respect of their investment in Augusta.
Augusta will vigorously defend the ability of its shareholders to
vote on its rights plan at any hearing that may be called.
"We are putting the ultimate power directly in the hands of
shareholders by giving them the opportunity to make the decision on
re-affirming the rights plan on May
2, three days before the expiry of HudBay's low-ball bid,"
said Augusta's President and CEO, Gil
Clausen. "We are actively running a robust process to
maximize value for shareholders and we are pleased with the
progress so far as well as with the numerous high-quality
participants involved. Further, HudBay's comments on the status of
Rosemont's permitting and project
financing are misleading and unfounded, as both have significantly
advanced over the last several months. We are on track to
complete the permitting process this quarter and project financing
early next quarter, both of which represent substantial near-term
value implications for our shareholders. We will argue our
position forcefully before the B.C. Securities Commission in order
to protect the rights of Augusta shareholders."
As previously announced, Augusta's annual general and special
meeting is set to be held on May 2,
2014 to re-affirm the continuance of its shareholder rights
plan. The advancement of the shareholder meeting to a date
prior to the expiry of the unsolicited offer for Augusta common
shares by HudBay preserves the ability of Augusta's shareholders to
decide whether they wish the rights plan to continue in order to
prevent HudBay from gaining a minority blocking position in the
shares of Augusta.
While the rights plan remains in effect, HudBay, or any other
party, can make a "permitted bid" under the rights plan without
triggering the plan. A permitted bid would allow Augusta's
shareholders to decide whether the bid is acceptable to them in a
non-coercive manner, as the permitted bid must contain an
irrevocable minimum tender condition of a majority of shares held
by shareholders other than the bidder. The Company
remains fully focused and committed to maximizing value for its
shareholders by carefully considering all available alternatives to
HudBay's offer.
If shareholders, other than HudBay, approve the rights plan at
the meeting, shareholders will be given the opportunity at each
subsequent annual meeting to determine whether to continue the
rights plan or require the Board to have it terminated. If
shareholders, other than HudBay, do not approve the continuance of
the rights plan at the shareholder meeting, the rights plan will be
terminated prior to the expiry of HudBay's offer on May 5, 2014.
Reject HudBay's Offer – No Action Required
To REJECT
the HudBay offer no action is required on the part of the
shareholders. The Board of Directors' recommendation that Augusta
shareholders REJECT HudBay's unsolicited offer and NOT TENDER their
Augusta shares thereto, as well as a more detailed discussion of
the reasons for rejecting HudBay's offer is set forth in the
Directors' Circular issued by the Board of Directors that was
mailed to Augusta's shareholders and filed with securities
regulatory authorities. Shareholders are advised to read the
Directors' Circular carefully and in its entirety, as it contains
important information regarding Augusta, HudBay and the HudBay
offer. The Directors' Circular is available on SEDAR at
www.sedar.com and on Augusta's website at
www.augustaresource.com.
How to Withdraw
If you have already tendered your
Augusta shares to the HudBay offer, you can withdraw your shares by
contacting your broker or Laurel Hill Advisory Group, the
Information Agent retained by Augusta. Laurel Hill can be reached at 1-877-452-7184
(Toll Free within North America),
or by bank and brokers and collect calls outside North America at 416-304-0211 or via email at
assistance@laurelhill.com.
About Augusta
Augusta is a base metals company focused
on advancing the Rosemont Copper deposit near Tucson,
Arizona. Rosemont hosts a
large copper/molybdenum reserve that would account for about 10% of
U.S. copper output once in production (for details refer to
www.augustaresource.com). The exceptional experience and
strength of Augusta's management team, combined with the developed
infrastructure and robust economics of the Rosemont project, propels Augusta to becoming
a solid mid-tier copper producer. Augusta's shares are listed
and posted for trading on the Toronto Stock Exchange and the NYSE
MKT under the symbol AZC.
Cautionary Statements Regarding Forward Looking
Information
Certain of the statements made and the
information contained in this news release constitutes
"forward-looking statements" under United
States federal securities laws or "forward-looking
information" under Canadian securities laws. These statements
and information relate to future events and Augusta's future
performance, business prospects or opportunities, including
information concerning the unsolicited offer of HudBay and the
strategic review process of Augusta, which are subject to certain
risks, uncertainties and assumptions. Such forward-looking
statements and forward-looking information include, but are not
limited to statements concerning Augusta's plans at the
Rosemont project, including the
timing for obtaining final permits, construction and estimated
production, expectations surrounding future financings and
refinancings, capital and operating cash flow estimates, changes in
market conditions, changes or disruptions in the securities markets
and market fluctuations in the prices for Augusta's securities, the
lack of any alternative transactions or the terms and conditions of
any alternative transactions not being acceptable.
Forward-looking statements or information is frequently, but not
always, characterized by words such as "will", "plan", "expect",
"project", "intend", "believe", "anticipate", "budget", "forecast",
"schedule", "estimate" and similar expressions, or statements that
certain events or conditions "may", "should", "could", "might" or
"will" occur. The forward-looking statements or information
contained in this news release is based on the reasonable
expectations and beliefs of management and involves numerous
assumptions, known and unknown risks and uncertainties, both
general and specific to Augusta and the industry in which the
Company operates. Such assumptions, risks and uncertainties
include, but are not limited to Augusta's history of losses,
requirements for additional capital, dilution, loss of material
properties, interest rate increases, global economy, no history of
production, speculative nature of exploration activities, periodic
interruptions to exploration, development and mining activities,
environmental hazards and liability, industrial accidents, failure
of processing and mining equipment, labour disputes, supply
problems, commodity price fluctuations, uncertainty of production
and cost estimates, the interpretation of drill results and the
estimation of mineral resources and reserves, legal and regulatory
proceedings and community actions, title and tenure matters,
regulatory restrictions, permitting and licensing, volatility of
the market price of the Company's common shares, insurance,
competition, hedging activities, currency fluctuations, loss of key
employees, as well as those factors disclosed in Augusta's
documents filed from time to time with the securities regulators in
the provinces of British Columbia,
Alberta, Saskatchewan, Manitoba, Ontario, New
Brunswick and Newfoundland
and Labrador. Should one or more of these risks and
uncertainties materialize, or should underlying assumptions prove
incorrect, actual results, performance or achievements of the
Company, or industry results, may vary materially from those
described in this presentation. For further details,
reference is made to the risk factors discussed or referred to in
Augusta's annual and interim management's discussion and analyses
and Annual Information Form on file with the Canadian securities
regulatory authorities and available under Augusta's issuer profile
on SEDAR at www.sedar.com.
Although Augusta has attempted to identify important factors
that could cause actual actions, events, results, performance or
achievements to differ materially from those described in the
forward-looking statements or information contained in this news
release, there may be other factors that cause actions, events,
results, performance or achievements not to be as anticipated,
estimated or intended. There can be no assurance that
forward-looking statements or information will prove to be
accurate, as actual results and future events could differ
materially from those anticipated in such statements. Such
forward-looking statements and information are made or given as at
the date of this news release and Augusta disclaims any intention
or obligation to update or revise any forward-looking statements or
information, whether as a result of new information, future events
or otherwise, except as required under applicable securities
law. The reader is cautioned not to place undue reliance on
forward-looking statements or information.
SOURCE Augusta Resource Corporation