Hudbay Files Notice of Change; Offer for Augusta Remains Open Until
May 5, 2014
TORONTO, ONTARIO--(Marketwired - Apr 24, 2014) - HudBay Minerals
Inc. ("Hudbay" or the "company") (TSX:HBM)(NYSE:HBM) announced
today that it has filed a notice of change of information relating
to its offer to acquire all of the outstanding common shares of
Augusta Resource Corporation ("Augusta") not already owned by
Hudbay for consideration per Augusta share of 0.315 of a Hudbay
common share (the "Offer"). The notice of change updates the
unaudited pro forma financial statements and summary financial
information in the offer and take-over bid circular, as previously
amended, to reflect the most recently reported financial results of
Hudbay and Augusta.
The Offer continues to be open for acceptance until 5:00 p.m.
(Toronto time) on May 5, 2014 (the "Expiry Time").
Hudbay will not extend the Offer beyond the Expiry Time unless,
at or by that date, the remaining conditions to the Offer have been
satisfied or waived, including the condition that Augusta's
shareholder rights plan has been waived, invalidated or
cease-traded. On April 14, 2014, Hudbay applied to the British
Columbia Securities Commission to cease trade Augusta's shareholder
rights plan prior to the Expiry Time and a hearing has been
scheduled for April 29, 2014.
How to Tender
If you have already deposited your Augusta shares to the Offer
you should not withdraw your shares. Hudbay encourages Augusta
shareholders to read the full details of the Offer set forth in the
takeover bid circular and accompanying offer documents, as amended,
including the notices of variation, extension and change mailed to
Augusta shareholders in accordance with applicable securities laws
(collectively, the "Offer Documents"), which contain detailed
instructions on how Augusta shareholders can tender their Augusta
common shares to the Offer. The Offer Documents have been filed
with the Canadian and U.S. securities regulatory authorities and
are available for review on their respective websites at
www.sedar.com and www.sec.org.
For assistance in depositing Augusta common shares to the Offer,
Augusta shareholders should contact the depositary for the Offer,
Equity Financial Trust Company at 1-866-393-4891 (North American
Toll Free) or 416-361-0930 ext. 205 (outside North America), or by
email at corporateactions@equityfinancialtrust.com or the
Information Agent for the Offer, Kingsdale Shareholder Services at
1-866-229-8874 (North American Toll Free Number) or 1-416-867-2272
(outside North America), or by email at
contactus@kingsdaleshareholder.com.
About the Offer
The Offer is for all of the issued and outstanding common shares
of Augusta not already owned by Hudbay, including any common shares
of Augusta that may become issued and outstanding after the date of
the Offer but before 5:00 p.m. (Toronto time) on May 5, 2014 upon
the exercise, exchange or conversion of any securities of Augusta
exercisable or exchangeable for, convertible into or otherwise
conferring a right to acquire, any common shares of Augusta or
other securities of Augusta, together with the associated rights
issued under Augusta's shareholder rights plan agreement dated as
of April 18, 2013 between Augusta and Computershare Investor
Services Inc. Hudbay currently owns 23,058,585 common shares of
Augusta, representing approximately 16% of the issued and
outstanding common shares of Augusta.
The Offer is open for acceptance until 5:00 p.m. (Toronto time)
on May 5, 2014. The Offer is subject to customary conditions,
including no material adverse change in Augusta and Augusta's
shareholder rights plan being waived, invalidated or cease-traded.
The Offer is not subject to the approval of Hudbay's shareholders,
is not subject to any financing or due diligence conditions and is
not subject to a minimum number of shares having been deposited and
not withdrawn. Hudbay has received early termination of the waiting
period under the Hart-Scott-Rodino Act in the United States, and
conditional TSX and NYSE approvals. No Augusta shares can be taken
up under the Offer until the remaining conditions have been
satisfied or waived.
The full details of the Offer are set out in the Offer
Documents, which Hudbay has filed with the Canadian securities
regulatory authorities. Hudbay has also filed a registration
statement on Form F-10 (as amended, the "Registration Statement"),
which contains a prospectus relating to the Offer (the
"Prospectus"), and a tender offer statement on Schedule TO (as
amended, the "Schedule TO") with the Securities and Exchange
Commission (the "SEC"). This news release is not a substitute for
the Offer Documents, the Prospectus, the Registration Statement or
the Schedule TO. AUGUSTA SHAREHOLDERS AND OTHER INTERESTED PARTIES
ARE URGED TO READ THESE DOCUMENTS, ALL DOCUMENTS INCORPORATED BY
REFERENCE, ALL OTHER APPLICABLE DOCUMENTS AND ANY AMENDMENTS OR
SUPPLEMENTS TO ANY SUCH DOCUMENTS WHEN THEY BECOME AVAILABLE,
BECAUSE EACH WILL CONTAIN IMPORTANT INFORMATION ABOUT HUDBAY,
AUGUSTA AND THE OFFER. Materials filed with the Canadian securities
regulatory authorities are available electronically without charge
at www.sedar.com. Materials filed with the SEC are available
electronically without charge at the SEC's website at www.sec.gov.
All such materials may also be obtained without charge at Hudbay's
website, www.hudbayminerals.com or by directing a written or oral
request to the Information Agent for the Offer, Kingsdale
Shareholder Services at 1-866-229-8874 (North American Toll Free
Number) or 1-416-867-2272 (outside North America), or by email at
contactus@kingsdaleshareholder.com or to the Vice President, Legal
and Corporate Secretary of Hudbay at 25 York Street, Suite 800,
Toronto, Ontario, telephone (416) 362-8181.
Important Notice
This news release does not constitute an offer to buy or the
solicitation of an offer to sell any of the securities of Hudbay or
Augusta.
Cautionary Note Regarding Forward Looking Statements
This news release contains "forward-looking statements" and
"forward-looking information" (collectively, "forward-looking
information") within the meaning of applicable Canadian and United
States securities legislation. Forward-looking information includes
information that relates to, among other things, statements with
respect to the anticipated timing, mechanics, completion and
settlement of the Offer (including the hearing by the British
Columbia Securities Commission of our application to cease trade
Augusta's shareholder rights plan). Forward-looking information is
not, and cannot be, a guarantee of future results or events.
Forward-looking information is based on, among other things,
opinions, assumptions, estimates and analyses that, while
considered reasonable by us at the date the forward-looking
information is provided, inherently are subject to significant
risks, uncertainties, contingencies and other factors that may
cause actual results and events to be materially different from
those expressed or implied by the forward-looking information. The
material factors or assumptions that we identified and were applied
by us in drawing conclusions or making forecasts or projections set
out in the forward looking information include, but are not limited
to, the accuracy of Augusta's public disclosure and that all
conditions to completion of the Offer will be satisfied or
waived.
The risks, uncertainties, contingencies and other factors that
may cause actual results to differ materially from those expressed
or implied by the forward-looking information may include, but are
not limited to, the market value of the Hudbay shares received as
consideration under the Offer and the impact of such issuance on
the market price of the Hudbay shares, the exercising of dissent
and appraisal rights by Augusta shareholders should a compulsory
acquisition or subsequent acquisition transaction be undertaken,
the inaccuracy of Augusta's public disclosure upon which the Offer
is predicated, the triggering of change of control provisions in
Augusta's agreements leading to adverse consequences, as well as
the risks discussed under the heading "Risk Factors" in the Offer
Documents and other documents filed with Canadian and U.S.
securities regulatory authorities. Should one or more risk,
uncertainty, contingency or other factor materialize or should any
factor or assumption prove incorrect, actual results could vary
materially from those expressed or implied in the forward-looking
information. Accordingly, the reader should not place undue
reliance on forward-looking information. Hudbay does not assume any
obligation to update or revise any forward-looking information
after the date of this news release or to explain any material
difference between subsequent actual events and any forward-looking
information, except as required by applicable law.
About Hudbay
Hudbay (TSX:HBM)(NYSE:HBM) is a Canadian integrated mining
company with assets in North and South America principally focused
on the discovery, production and marketing of base and precious
metals. Hudbay's objective is to maximize shareholder value through
efficient operations, organic growth and accretive acquisitions,
while maintaining its financial strength. A member of the
S&P/TSX Composite Index and the S&P/TSX Global Mining
Index, Hudbay is committed to high standards of corporate
governance and sustainability. Further information about Hudbay can
be found on www.hudbayminerals.com.
Kingsdale Shareholder ServicesShareholder
Inquiries1-866-229-8874 (North American Toll Free
Number)1-416-867-2272 (Outside North
America)contactus@kingsdaleshareholder.comHudBay Minerals
Inc.Candace BruleDirector, Investor Relations(416)
814-4387candace.brule@hudbayminerals.comHudBay Minerals Inc.Media
InquiriesScott BrubacherDirector, Corporate Communications(416)
814-4373scott.brubacher@hudbayminerals.com
Hudbay Minerals (TSX:HBM)
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