Apex Silver Announces Letter of Intent for Sale of San Cristobal Mine to Sumitomo
14 Novembre 2008 - 1:00PM
Marketwired
Apex Silver Mines Limited (AMEX: SIL) today announced that it has
entered into a non-binding letter of intent with Sumitomo
Corporation providing for the sale of Apex Silver's interest in the
San Crist�bal mine to Sumitomo for a cash purchase price of $22.5
million. Apex Silver would continue to manage the mine following
the sale.
Sumitomo currently owns a 35% interest in the mine indirectly
through Minera San Crist�bal, S.A., a subsidiary of Apex Silver
(MSC). Sumitomo also has the right to convert outstanding
borrowings under a $100 million line of credit extended to MSC by
one of Sumitomo's subsidiaries into additional MSC equity
interests. MSC has borrowed $82 million under this facility. If
those borrowings were fully converted, Sumitomo would have an
aggregate 53.6% indirect interest in the San Crist�bal mine.
Jeffrey G. Clevenger, President and Chief Executive Officer of
Apex Silver, stated, "We are pleased that Apex Silver will continue
to partner with Sumitomo at this world-class mine, and we look
forward to a comprehensive resolution of the issues that the
company has faced as a result of the current volatility in the
commodity and financial markets."
Summary of Key Terms:
-
Sumitomo (or an affiliate) will purchase Apex's and its
affiliates' remaining equity interests in MSC, shareholder loans to
MSC and certain other assets for a cash purchase price of $22.5
million, payable at the closing of the sale. Sumitomo (or an
affiliate) will assume the liabilities relating to the San
Crist�bal mine, including borrowings under the project finance
facility for the mine and certain related liabilities under metal
derivatives positions, net of the $91 million restricted cash at
Apex Silver that has been pledged as collateral for the derivatives
positions.
-
Apex Silver Mines Corporation (ASMC), a wholly owned subsidiary
of Apex Silver, will manage MSC for an annual fee to be determined,
but that will be not less than $6 million and sufficient to cover
ASMC's costs. ASMC will also be entitled to an annual incentive fee
of up to $1.5 million based on achievement of benchmarks for
operating efficiency mutually agreed by the parties. The management
agreement will have a minimum term of 12 months, after which
Sumitomo may terminate the agreement on six months' notice and ASMC
may terminate on 12 months' notice. The agreement will also be
subject to early termination in certain circumstances. Apex Silver
will guarantee ASMC's performance.
-
Apex Silver will receive limited contingent value rights
entitling it to participate in the appreciation of the value of the
mine in certain circumstances.
-
The non-binding letter of intent is subject to significant
conditions, including completion by Sumitomo of diligence, the
preparation of definitive documentation, the approval by the board
of directors of each party and the restructuring of the mine's
project finance facility and metal derivatives positions and Apex
Silver's convertible notes in a voluntary reorganization under
chapter 11 of the U.S. Bankruptcy Code.
About Apex Silver
Apex Silver is a mining, exploration and development company.
Its 65%-owned San Crist�bal mine is the world's largest development
in silver and zinc. The ordinary shares of Apex Silver trade on the
American Stock Exchange under the symbol "SIL."
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act and Section 21E of
the Exchange Act, including statements regarding the intention of
Apex Silver to enter into a definitive agreement relating to the
sale of Apex Silver's interest in the San Crist�bal mine and the
restructuring of Apex Silver's capital structure and the expected
continuation of Apex Silver as a management services and
exploration company. These statements are subject to risks and
uncertainties, including those relating to the ability of Apex
Silver and Sumitomo to reach a definitive agreement on all terms of
the sale, including terms relating to Apex Silver's management of
the mine, and the risk that creditors of Apex Silver or the mine
will not agree to a restructuring on terms satisfactory to
Sumitomo. The ability of Apex Silver to achieve the contemplated
sale could also be affected by other factors, including those
relating to its operations such as further decreases in metals
prices, whether and to what extent the financial markets continue
to experience significant volatility; and political unrest and
uncertainty in Bolivia. Apex Silver assumes any obligation to
update this information.
CONTACT: Apex Silver Mines Corporation Jerry W. Danni Sr. Vice
President Corporate Affairs (303) 839-5060
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