Thompson Creek Metals Company, and its subsidiary, Terrane Metals Corp.
enter into Supplemental Warrant Indentures
NYSE: TC
TSX: TCM, TCM.WT
TSX-V:TRX.WT, TSX-V:TRX.WT.A
DENVER, CO., Oct.
22 /CNW/ - Thompson Creek Metals Company Inc.
("Thompson Creek" or "Company") (NYSE: TC and TSX: TCM), a growing, diversified, North American mining company, today announced that it has entered into supplemental indentures (the "Supplemental Indentures") with Terrane Metals Corp., its wholly-owned subsidiary ("Terrane"), and Computershare Trust Company of Canada, as warrant agent (the "Warrant Agent"), to confirm the effect of Thompson Creeks acquisition (the "Arrangement") of all of the issued and outstanding common shares of Terrane (the "Terrane Shares") on October 20, 2010 on those common stock purchase warrants previously issued by Terrane in 2007 (the "2007 Warrants") and 2010 (the
"2010 Warrants and, together with the 2007 Warrants, the "Warrants"), which continue to remain outstanding. The 2007 Warrants and 2010 Warrants were issued under warrant indentures dated June 21, 2007 and April 16, 2010, respectively, between Terrane and the Warrant Agent (collectively, the "Indentures").
Under the Arrangement, holders of Terrane Shares received consideration of C$0.90 in cash (the "Cash Consideration") and 0.052 of a Thompson Creek common share (the "Share Consideration") for each Terrane Share. The Terrane Shares were delisted from the TSX Venture Exchange on October 20, 2010.
As a result of the completion of the Arrangement, and in accordance with the terms of the Indentures, each Warrant remains outstanding, and, on its existing terms, entitles the holder (until the expiry of such Warrant) to receive upon its exercise the Share Consideration and the Cash Consideration for each Terrane Share such holder would have received had such Warrants been exercised immediately before the effective time of the Arrangement.
The Supplemental Indentures confirm the effect of the Arrangement on the Warrants in accordance with the terms of the Indenture, and provide for a set off of the Warrants exercise price against the Cash Consideration that would otherwise be payable to their holders upon exercise of a Warrant. Upon exercise of their Warrants, holders should follow the same procedures that should have been followed prior to the effective date of the Arrangement except that: (i) in that case of the 2010 Warrants, which have an exercise price of C$1.50 (the "2010 Exercise Price"), the payment of the 2010 Exercise Price will be partially satisfied by setting off the Cash Consideration otherwise payable to an exercising holder; and (ii) in the case of the 2007 Warrants, which have an exercise
price of C$0.85 (the "2007 Exercise Price"), the payment of the 2007 Exercise Price will be satisfied by setting off the Cash Consideration otherwise payable to such holder.
Accordingly, upon valid exercise of (i) the 2007 Warrants, holders will not be required to deliver cash in satisfaction of the 2007 Exercise Price and will be entitled to receive cash in the amount of C$0.05 and the Share Consideration for each 2007 Warrant exercised, and (ii) the 2010 Warrants, holders will be required to deliver C$0.60 cash in satisfaction of the 2010 Exercise Price and will be entitled to receive the Share Consideration for each 2010 Warrant exercised.
Warrantholders who have questions or require more information with respect to the Arrangement, the payment of the Cash Consideration or Share Consideration should contact:
Computershare Trust Company of Canada,
510 Burrard Street, 3rd Floor,
Vancouver, B.C., V6C 3B9
Tel: (604) 661-9411 Fax: (604) 661-9403
About Thompson Creek Metals Company Inc.
Thompson Creek Metals Company Inc.
is a growing, diversified, North American mining company. The Company produces molybdenum at its 100%-owned Thompson Creek mine in Idaho and Langeloth Metallurgical Facility in Pennsylvania and its 75%-owned Endako mine in northern British Columbia. The Company is also in the process of constructing the Mt.
Milligan copper-gold mine in northern British Columbia, which is expected to commence production in 2013. Among the Companys development projects are the Mount Emmons molybdenum deposit in Colorado and the Davidson molybdenum and Berg copper-molybdenum-silver deposits in northern British Columbia. Thompson Creek has approximately 875 employees. Its principal executive office is in Denver, Colorado, and it also has
offices in Toronto, Ontario and Vancouver, British Columbia.
More information is available at www.thompsoncreekmetals.com.
Cautionary Note Regarding Forward-Looking Statements
This news release contains "forward-looking information" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities legislation. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved or are
"subject" to future events. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Thompson Creek and its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Examples of forward-looking information include, but are not limited to: statements with respect to the future financial or operating performance of Thompson Creek or its subsidiaries and its projects; the estimation of mineral reserves and resources; the realization of mineral reserve estimates; the timing and amount of estimated future production; capital, operating and exploration expenditures; the costs and
timing of the development of new deposits including Mt.
Emmons, Davidson and Berg; the costs and timing of future exploration; requirements for additional capital; the expected increase in Thompson Creeks share of annual production resulting from the expansion of the Endako mine; the benefits of the Terrane acquisition to Thompson Creek shareholders (including the diversification of Thompson Creeks assets; the benefits of the gold stream transaction with Royal Gold; the ability to finance future projects without equity dilution; and Thompson Creeks potential to obtain significant production growth by 2013); the achievement of the mine plan at Mt.
Milligan, including estimated mine life, expected annual production, and creation of up to 400 direct permanent jobs; Thompson Creeks plans
for funding of initial capital costs at Mt.
Milligan; the commissioning of a mine and mill complex at Mt.
Milligan in 2013; disruption to Thompson Creeks business as a result of the Terrane acquisition; and Thompson Creeks ability to achieve its expected growth strategy.
Such factors include, among others, risks related to general business, economic, competitive, political and social uncertainties including the current global recessionary economic conditions, the associated low molybdenum prices and the levels of disruption and continuing illiquidity in the credit markets; risks related to foreign currency fluctuations; energy prices & fluctuations; title disputes or claims; limitations of insurance coverage; changes in governmental regulation of mining operations; risks related to the volatility of Thompson Creeks share price; changes in environmental regulation; the actual results of current exploration activities; actual results of reclamation activities; conclusions of economic evaluations; changes in project parameters as plans continue to be
refined; possible variations of ore grade or recovery rates; impurities and toxic substances in the mined material, failure of plant, equipment or processes to operate as anticipated; the age of the Langeloth Facility; structural integrity and old equipment at the Endako Mine; accidents, labor disputes and other risks of the mining industry; access to skilled labor; relations with employees; dependence upon key management personnel and executives; political instability, insurrection or war; disruption of transportation services; increased transportation costs and delays in obtaining governmental permits and approvals, or financing or in the completion of development or construction activities. Additional factors that could cause Thompson Creeks results to differ from those
described in the forward-looking information can be found in the section entitled "Risk Factors" in Thompson Creeks current Annual Report on Form 10-K, as amended, and subsequent documents filed on EDGAR at www.sec.gov and on SEDAR at www.sedar.com. Although Thompson Creek has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended.
Forward-looking statements contained herein are made as of the date of this news release and Thompson Creek disclaims any obligation to update any
forward-looking statements, whether as a result of new information, future events or results or otherwise, except as required by law. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader is cautioned not to place undue reliance on forward-looking statements.
Although Thompson Cree, its subsidiaries and Terrane believe the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward looking statements.
Forward looking statements are based on the beliefs, estimates and
opinions of management of each of Thompson Creek, its subsidiaries and Terrane on the date the statements are made.
Thompson Creek, its subsidiaries and Terrane undertake no obligation to update these forward-looking statements in the event that managements beliefs, estimates or opinions, or other factors, should change, except as required by law.
Readers should refer to Thompson Creeks current Annual Report on Form 10-K, as amended, which is available on SEDAR at www.sedar.com and EDGAR at www.sec.gov and other continuous disclosure documents available at www.sedar.com and www.sec.gov for further information on ore reserves and mineralized material, which is subject to the qualifications and notes set forth therein.
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 news release.
