DMCI Holdings Inc. Update on Acceptances and Closing of Offer (7049D)

TIDMTMC

RNS Number : 7049D

DMCI Holdings Inc.

01 May 2013

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION

FOR IMMEDIATE RELEASE

1 May 2013

Recommended Cash Offer

by DMCI Mining Corporation

for Toledo Mining Corporation PLC

UPDATE ON ACCEPTANCES AND CLOSING OF OFFER

Introduction

On 15 February 2013, DMCI Mining Corporation, a wholly-owned subsidiary of DMCI Holdings, announced that it had increased its stake in Toledo to approximately 37.7 per cent. As a result, DMCI Mining confirmed that it would make a cash offer to acquire the entire issued and to be issued share capital of Toledo not already owned by DMCI Group. The Offer was declared wholly unconditional on 2 April 2013.

Level of Acceptances

As at 1.00 p.m. (London time) on 30 April 2013, the closing date of the Offer, DMCI Mining had received valid acceptances in respect of a total of 13,632,902 Toledo Shares. These acceptances include those received in respect of 2,501,019 Toledo Shares which were subject to a letter of intent procured by DMCI Mining from World Fund PTE Limited. As at 1.00 p.m. (London time) on 30 April 2013, DMCI Mining had not received a valid acceptance in respect of 1,300,000 Toledo Shares which were subject to a letter of intent procured by DMCI Mining from Alfredo C. Ramos.

On 5 March 2013, being the date of the Offer, DMCI Mining owned 18,818,344 Toledo Shares. DMCI Mining acquired a further 615,000 Toledo Shares at or below the Offer Price through market purchases. In addition, DMCI Mining has acquired 275,000 Toledo Shares that were issued upon the exercise of share options held by certain members of Toledo's management team.

Therefore, DMCI Mining now owns or has received valid acceptances in respect of a total of 33,341,246 Toledo Shares, representing approximately 66.5 per cent. of the existing issued share capital of Toledo.

Offer Closed

The Offer is now closed and is no longer capable of acceptance.

Settlement

The consideration to which any Toledo Shareholder is entitled under the Offer in respect of valid acceptances received on or before 16 April 2013 was settled on or before 30 April 2013 in the manner described in the Offer Document. The consideration to which any Toledo Shareholder is entitled under the Offer in respect of valid acceptances received after 16 April 2013 will be settled within 14 calendar days of such receipt in the manner described in the Offer Document.

Interests in relevant securities

Save for the interests set out below, as at 1.00 p.m. (London time) on 30 April 2013, none of DMCI Mining, DMCI Holdings, the DMCI Mining Directors, the DMCI Holdings Directors nor (so far as DMCI Mining is aware) any person acting in concert with DMCI Mining or DMCI Holdings (a) is interested in, or has any rights to subscribe for, any relevant securities of Toledo, or securities convertible or exchangeable into Toledo Shares, (b) has any short position (whether conditional or absolute and whether in the money or otherwise) in, including any short position under a derivative or any agreement to sell or any delivery obligation or right to require another person to purchase or take delivery of, any relevant securities of Toledo or (c) has any borrowing or lending of any relevant securities of Toledo (save for any borrowed Toledo Shares which have been either on-lent or sold).

As at 1.00 p.m. (London time) on 30 April 2013 DMCI Mining is the beneficial owner of 33,341,246 Toledo Shares.

Enquiries:

Evercore Partners (financial advisor to the DMCI Group)

Stephen CuUnjieng +852 3983 2600

Nancy Valiente

Edward Banks +44 20 7268 2700

Andrew Price

Unless otherwise stated, defined terms used in this announcement have the same meaning as set out in the Offer Document or in the response circular published by Toledo on 19 March 2013.

Evercore Partners, through Evercore Asia Limited and Evercore Partners International LLP, is acting exclusively for the DMCI Group and no one else in connection with the Offer and will not be responsible to anyone other than the DMCI Group for providing the protections afforded to the customers of Evercore Partners or for providing advice in relation to the Offer or in relation to the contents of this document or any transaction or arrangement referred to herein. Evercore Asia Limited is licensed in Hong Kong by the Hong Kong Securities and Futures Commission. Evercore Partners International LLP is authorised and regulated in the United Kingdom by the Financial Conduct Authority.

This announcement has been prepared for the purpose of complying with English law and the City Code and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws of jurisdictions outside the United Kingdom.

Publication on DMCI website

A copy of this announcement will be available, free of charge, at www.dmciholdings.com.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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