Freewest Reminds Shareholders to Vote for Plan of Arrangement With Cliffs Natural Resources Inc.
14 Gennaio 2010 - 2:00PM
Marketwired
Freewest Resources Canada Inc. (TSX VENTURE: FWR) reminds its
shareholders to vote FOR the proposed Plan of Arrangement with
Cliffs Natural Resources Inc. (NYSE: CLF)(PARIS: CLF) at the
special meeting of Freewest shareholders to be held in Montreal on
January 25, 2010. The Plan of Arrangement provides that Freewest
shareholders will receive, for each Freewest share, a fixed amount
of $1.00 in Cliffs shares. The deadline for submitting proxy forms
and voting instruction forms is noon, eastern time, on Thursday,
January 21, 2010.
Freewest also announces that both Institutional Shareholders
Services Canada Corp. (RiskMetrics Group) and Glass Lewis &
Co., independent proxy advisory services firms, have issued reports
recommending that Freewest shareholders vote for the proposed Plan
of Arrangement with Cliffs.
"We are very pleased that both ISS in Canada and Glass Lewis in
the United States recommend that Freewest shareholders vote for our
transaction with Cliffs," said Mackenzie I. Watson, President and
Chief Executive Officer of Freewest. "ISS and Glass Lewis are
leading independent advisory firms. Their recommendations confirm
our view that the transaction with Cliffs is in the best interests
of Freewest and fair to our shareholders" added Mr. Watson.
In recommending that Freewest shareholders vote for the proposed
transaction, Glass Lewis noted that:
- the proposed consideration of $1.00 per Freewest share
represents a 52-week high for Freewest and an overwhelming premium
to Freewest's unaffected share price
- market response to the proposed transaction with Cliffs has
been overwhelmingly positive
- the implied premium to Freewest's unaffected share price
(217.4%) and multiple of price-to-tangible book value (6.6x)
implied by the $1.00 per share consideration compare favourably
with Glass Lewis' analysis of 17 precedent transactions of similar
nature
In recommending that Freewest shareholders vote for the proposed
transaction, Institutional Shareholders Services noted that:
- the Plan of Arrangement with Cliffs is the result of a
strategic review process undertaken in response to the hostile
take-over bid by Noront Resources Ltd.
- the consideration offered by Cliffs was increased several
times
- market reaction is positive
The proposed Plan of Arrangement has been unanimously approved
by Freewest's Board of Directors, based in part on the
recommendation of a Special Committee of the Board and a fairness
opinion of CIBC World Markets Inc., Freewest's financial advisor.
The details of the Plan of Arrangement and the fairness opinion are
included in Freewest's management proxy circular dated December 22,
2009, a copy of which has been mailed to Freewest shareholders.
Freewest shareholders who have questions about the proposed
transaction or who need assistance in voting their shares should
contact Georgeson, Freewest's solicitation agent, toll free at
1-866-433-7579. Banks and brokers can call Georgeson collect at
1-212-806-6859. Freewest shareholders are advised to review the
management proxy circular in its entirety before voting. The
circular is available from Georgeson and at www.sedar.com.
Permission to refer to the reports prepared respectively by
Institutional Shareholders Services Canada Corp. and Glass Lewis
& Co. was neither sought nor obtained by Freewest.
About Freewest
Freewest is a mineral exploration company actively exploring for
gold, base-metals and chromite within eastern Canada. Corporate
information can be accessed on the Internet at www.freewest.com.
Freewest's shares are listed on Tier 1 of the TSX Venture Exchange
under the symbol FWR.
About Cliffs Natural Resources Inc.
Cliffs Natural Resources (NYSE: CLF)(PARIS: CLF) is an
international mining and natural resources company. It is the
largest producer of iron ore pellets in North America, a major
supplier of direct-shipping lump and fines iron ore out of
Australia and a significant producer of metallurgical coal. With
core values of environmental and capital stewardship, Cliffs'
colleagues across the globe endeavor to provide all stakeholders
operating and financial transparency as embodied in the Global
Reporting Initiative (GRI) framework. Cliffs is organized through
three geographic business units:
The North American business unit is comprised of six iron ore
mines owned or managed in Michigan, Minnesota and Eastern Canada,
and two coking coal mining complexes located in West Virginia and
Alabama. The Asia Pacific business unit is comprised of two iron
ore mining complexes in Western Australia and a 45% economic
interest in a coking and thermal coal mine in Queensland,
Australia. The South American business unit includes a 30% interest
in the Amapa Project, an iron ore project in the state of Amapa in
Brazil.
Over recent years, Cliffs has been executing a strategy designed
to achieve scale in the mining industry and focused on serving the
world's largest and fastest growing steel markets.
Georgeson is acting as Freewest's solicitation agent in
connection with the proposed Plan of Arrangement with Cliffs
Natural Resources Inc. Georgeson may be contacted as follows:
Georgeson
100 University Avenue
11th Floor, South Tower
Toronto, Ontario
M5J 2Y1
North American Toll Free Number: 1-866-433-7579
Banks and Brokers Collect Number: 1-212-806-6859
Forward-Looking Statements
This news release contains statements that constitute
"forward-looking information" or "forward-looking statements"
within the meaning of applicable securities legislation. This
forward-looking information is subject to numerous risks and
uncertainties, certain of which are beyond the control of Freewest
Resources Canada Inc. ("Freewest"). Actual results or achievements
may differ materially from those expressed in, or implied by, this
forward-looking information. No assurance can be given that any
events anticipated by the forward-looking information will
transpire or occur, or if any of them do so, what benefits that
Freewest will derive therefrom. In particular, no assurance can be
given as to whether the proposed plan of arrangement with Cliffs
Natural Resources Inc. will be completed. Forward-looking
information is based on the estimates and opinions of Freewest's
management at the time the information is released and Freewest
does not undertake any obligation to update publicly or to revise
any of the forward-looking statements, whether as a result of new
information, future events or otherwise, except as may be required
by applicable securities laws.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Contacts: Freewest Resources Canada Inc. Mackenzie I. Watson
President and CEO (514) 878-3551 or 1-888-878-3551 (514) 878-4427
(FAX) info@freewest.com www.freewest.com
Grafico Azioni Freewest Resources Canada Com Npv (TSXV:FWR)
Storico
Da Giu 2024 a Lug 2024
Grafico Azioni Freewest Resources Canada Com Npv (TSXV:FWR)
Storico
Da Lug 2023 a Lug 2024