Meridian Gold Responds to Unsolicited Tender Offer
2007年7月21日 - 1:12AM
ビジネスワイヤ(英語)
Meridian Gold Inc. ("Meridian Gold" or the "Company") (TSX:MNG)
(NYSE:MDG) has been advised that Yamana Gold Inc. ("Yamana") has
filed documents with the U.S. Securities and Exchange Commission
and Canadian securities authorities formally commencing an
unsolicited tender offer to acquire all of the outstanding common
shares of Meridian Gold on the basis of 2.235 Yamana common shares
and Cdn$3.15 in cash for each common share of Meridian Gold.
Consistent with its fiduciary duties, Meridian Gold's Board of
Directors will carefully review and consider the offer and will
advise Meridian Gold shareholders of the Board's recommendation
with respect to the offer and the reasons for its recommendation
within the next ten business days. Accordingly, Meridian Gold urges
its shareholders to defer making any decision with respect to the
Yamana offer until they have been advised of the Board's
recommendation. Goldman, Sachs & Co. and BMO Capital Markets
are acting as financial advisors to the Company. Canadian legal
counsel to the Company is Fraser Milner Casgrain LLP and U.S. legal
counsel is Skadden, Arps, Slate, Meagher & Flom LLP. About
Meridian Gold A unique mid-tier gold producer, with world-class
mining operations in Chile and Nevada and a pipeline of promising
exploration projects throughout the Americas, Meridian's success to
date has been based on grassroots gold discoveries and a low-cost
strategy, resulting in a better approach to adding value and
balancing growth. Meridian strives to be "The Premier Value Gold
Mining Company," while building a better future for all of its
stakeholders. In response to the offer by Yamana, Meridian Gold
will send to shareholders a Directors' Circular and file with the
U.S. Securities and Exchange Commission a
Solicitation/Recommendation Statement on Schedule 14D-9.
Shareholders of Meridian Gold are advised to read these documents
carefully when they become available because they will contain
important information. Shareholders may obtain a free copy of the
Solicitation/Recommendation Statement on Schedule 14D-9 (when it
becomes available), as well as any other documents filed by
Meridian Gold in connection with the offer by Yamana, free of
charge at the SEC's website at www.sec.gov or at the Investor
Relations section of the Meridian Gold web site at
www.meridiangold.com, and will also be available, without charge,
by directing requests to Meridian Gold's Investor Relations
department. Meridian Gold Inc. ("Meridian Gold" or the "Company")
(TSX:MNG) (NYSE:MDG) has been advised that Yamana Gold Inc.
("Yamana") has filed documents with the U.S. Securities and
Exchange Commission and Canadian securities authorities formally
commencing an unsolicited tender offer to acquire all of the
outstanding common shares of Meridian Gold on the basis of 2.235
Yamana common shares and Cdn$3.15 in cash for each common share of
Meridian Gold. Consistent with its fiduciary duties, Meridian
Gold's Board of Directors will carefully review and consider the
offer and will advise Meridian Gold shareholders of the Board's
recommendation with respect to the offer and the reasons for its
recommendation within the next ten business days. Accordingly,
Meridian Gold urges its shareholders to defer making any decision
with respect to the Yamana offer until they have been advised of
the Board's recommendation. Goldman, Sachs & Co. and BMO
Capital Markets are acting as financial advisors to the Company.
Canadian legal counsel to the Company is Fraser Milner Casgrain LLP
and U.S. legal counsel is Skadden, Arps, Slate, Meagher & Flom
LLP. About Meridian Gold A unique mid-tier gold producer, with
world-class mining operations in Chile and Nevada and a pipeline of
promising exploration projects throughout the Americas, Meridian's
success to date has been based on grassroots gold discoveries and a
low-cost strategy, resulting in a better approach to adding value
and balancing growth. Meridian strives to be "The Premier Value
Gold Mining Company," while building a better future for all of its
stakeholders. In response to the offer by Yamana, Meridian Gold
will send to shareholders a Directors' Circular and file with the
U.S. Securities and Exchange Commission a
Solicitation/Recommendation Statement on Schedule 14D-9.
Shareholders of Meridian Gold are advised to read these documents
carefully when they become available because they will contain
important information. Shareholders may obtain a free copy of the
Solicitation/Recommendation Statement on Schedule 14D-9 (when it
becomes available), as well as any other documents filed by
Meridian Gold in connection with the offer by Yamana, free of
charge at the SEC's website at www.sec.gov or at the Investor
Relations section of the Meridian Gold web site at
www.meridiangold.com, and will also be available, without charge,
by directing requests to Meridian Gold's Investor Relations
department.
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