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First Quantum Minerals Ltd. announced that it has reached an agreement with Eurasian Natural Resources Corporation PLC to dispose of its residual claims and assets in respect of the Kolwezi Tailings project, and the Frontier and Lonshi mines and related exploration interests, all located in the Katanga Province of the Democratic Republic of Congo, and to settle all current legal matters relating to these interests for a total consideration of US$1.25 billion.
The total consideration comprises US$750 million payable on closing together with a deferred consideration of US$500 million in the form of a 3-year Promissory Note with an interest coupon of 3% which is payable annually in arrears. Under the terms of the acquisition, ENRC will acquire, with certain limited exceptions, all of First Quantum's assets and property either physically located within the DRC or relating to the operations formerly carried out by First Quantum and its subsidiaries in the DRC, through the acquisition of: - Congo Mineral Developments Limited (as 65% shareholder in KMT, the former developer of the Kolwezi Tailings project);
- Frontier SPRL (the former owner/operator of the Frontier Mine);
- Compagnie Miniere de Sakania SPRL (the former owner/operator of the Lonshi Mine); and
- Roan Prospecting & Mining SPRL (the holder of certain assets relating to the Kolwezi Tailings Project).
In connection with the transaction, and as a condition of closing, it is expected that First Quantum, ENRC and the DRC Government will settle all disputes relating to the companies being sold and their assets and operations in the DRC and, as part of such settlement, it is further expected that First Quantum, ENRC and the DRC government will be releasing one another in respect of all claims and judgments relating to the foregoing or to any other matter arising in the DRC on or before the date of closing. Closing of the transaction is expected to occur on or before February 29, 2012 is subject to certain conditions, including receipt of any required third-party consents and approvals, and settlement of the current international arbitrations in Washington and Paris together with First Quantum's civil action in the British Virgin Islands against the Highwinds Group, which is comprised of a number of direct and/or indirect subsidiaries of ENRC. Philip Pascall, Chairman and CEO of First Quantum, said: "I am satisfied that we have reached this agreement. It brings to a close First Quantum's current involvement in the DRC and secures substantial compensation for our shareholders for the loss they have suffered." |
