Mr. Scott Perry reports
AURICO GOLD TO SELL THE OCAMPO MINE AND ENTERS INTO A JOINT VENTURE AGREEMENT ON THE ORION PROJECT FOR $750 MILLION IN CASH
AuRico Gold Inc. has entered into a definitive agreement
pursuant to which Minera Frisco S.A.B. de C.V. will
acquire the Ocampo mine and the adjacent exploration projects, Venus
and Los Jarros, all located in Chihuahua state, Mexico, and a 50-per-cent
interest in the Orion advanced development project located in Nayarit
state, Mexico, from AuRico Gold, for a total cash consideration of $750-million. Minera Frisco is a leading Mexican mining company that was spun out of Grupo Carso
S.A. de C.V. in November, 2010, and is listed
on the Mexican Stock Exchange with a current market capitalization of
approximately $10.7-billion. The transaction is expected to close in
December, 2012. (All amounts are in U.S. dollars unless otherwise indicated.)
Upon closing of the transaction, the company expects to use the net
proceeds from the transaction to eliminate certain debt obligations,
invest in internal growth opportunities, provide sufficient working
capital and liquidity for the company going forward, and to undertake a
significant return of capital to shareholders.
Scott Perry, president and chief executive officer of AuRico Gold, commented: "Minera Frisco
presented a compelling, all-cash offer that will strengthen the
company's balance sheet and repositions AuRico to execute on its
strategy of delivering consistent, reliable and sustainable production
from our two core assets in Canada and Mexico. The transaction will
allow us to deliver a meaningful return of capital to our shareholders,
significantly enhance our liquidity position, give us considerable
financial flexibility to support our current operations and examine
brownfield expansion opportunities. Following the transaction, the
company will be well positioned to meet its key objectives of growing
its profitability and cash flow through the long life, low-cost
Young-Davidson and El Chanate operations located in low-risk
jurisdictions, while maintaining a strong organic growth profile
primarily driven by increasing production at Young-Davidson. In
addition, we have gained a solid partner to further evaluate and
potentially advance the Orion project in the coming years through the
joint venture with Minera Frisco."
The transaction is subject to certain closing conditions, including a
standard review by the competition and anti-trust commission of Mexico,
and the approval of a simple majority of Minera Frisco's shareholders.
The transaction is not subject to any financing conditions.
Advisers and counsel
Credit Suisse Securities (Canada) Inc. is retained by AuRico Gold to
act as its financial adviser and has provided a fairness opinion to
AuRico's board of directors. Credit Suisse Securities (Canada)
has provided an opinion that, based upon and subject to the
assumptions, limitations and qualifications stated in such opinion,
the consideration to be received by the company pursuant to the
transaction is fair from a financial point of view to the company.
BMO Capital Markets and CIBC World Markets Inc. are acting as financial
advisers to the special committee of AuRico's board of directors. BMO
Capital Markets and CIBC World Markets have each provided an
opinion to the effect that, as of the date of such opinion and subject
to the assumptions, limitations and qualifications contained in such
opinion, the consideration to be received by the company pursuant to
the transaction is fair, from a financial point of view, to the
company.
Fasken Martineau LLP is acting as legal counsel to AuRico and Davies
Ward Phillips & Vineberg LLP is acting as legal counsel to the special
committee of AuRico's board of directors.
AuRico conference call and webcast
AuRico will hold a conference call and webcast on Wednesday, Oct. 10,
2012, starting at 10 a.m. Eastern Time.
Conference call access
Toll-free Canada and the United States: 1-888-231-8191
International and Toronto: 1-647-427-7450
Conference call webcast
The conference call event will be broadcast live on the Internet via
webcast.
Archive call access
If you are unable to attend the conference call, a replay will be
available until midnight, Oct. 24, 2012, by dialling the appropriate
number below.
Local Toronto participants: 1-416-849-0833, passcode No. 34757319
North America toll-free: 1-855-859-2056, passcode No. 34757319
Archive webcast
The webcast will be archived for 90 days.
We seek Safe Harbor.
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