Hochschild and Andina Announce Mailing of Hochschild Offer and
Take-Over Bid Circular and Andina Directors' Circular
LONDON, UNITED KINGDOM and TORONTO, ONTARIO -- (Marketwire) --
11/21/12 -- Hochschild Mining plc (LSE:HOC) ("Hochschild") and Andina
Minerals Inc. (TSX VENTURE:ADM) ("Andina") today announced the
mailing to Andina shareholders of Hochschild's offer and take-over
bid circular and Andina's directors' circular, in connection with the
previously announced recommended all-cash offer to be made by
Hochschild (the "Offer") for all of the issued and outstanding common
shares of Andina ("Shares").
Under the Offer, holders of Shares will receive C$0.80 in cash per
The equity value of the Offer is approximately C$103 million on a
fully-diluted basis and represents a premium of approximately 106% to
the 20-day volume weighted average price of the Shares for the period
ending 7 November 2012 on the TSX Venture Exchange, the last trading
day prior to the announcement of the Offer.
The board of directors of Andina has approved the Offer and
unanimously recommends that Andina shareholders tender their Shares
to the Offer.
Andina's directors, senior management and a significant shareholder,
Mackenzie Financial Corp., have entered into lock-up agreements with
Hochschild agreeing to support the transaction, representing
approximately 14% of the Shares outstanding.
Full details of the Offer are included in the take-over bid circular
mailed today to Andina shareholders. The Offer will expire at 5:00
p.m. (Toronto time) on 28 December 2012, unless otherwise extended or
withdrawn, and is subject to a number of customary conditions.
Hochschild has retained Georgeson Shareholder Communications Canada
Inc. as information agent ("Information Agent") in connection with
the Offer. Equity Financial Trust Company is the depositary
("Depositary") for the Offer. Any questions or requests for
assistance or further information on how to tender Shares to the
Offer may be directed to, and copies of the above referenced
documents may be obtained by contacting, the Information Agent at
1-866-374-9877 or by email at firstname.lastname@example.org or by contacting
the Depositary at 1-866-393-4891 (North America) or 1-416-361-0152
(overseas), or by email at investor@equit
shareholders whose Shares are registered in the name of a broker,
investment dealer, bank, trust company or other nominee should
contact such nominee for assistance in depositing their Shares to the
About Hochschild Mining plc
Hochschild Mining plc is a leading precious metals company listed on
the London Stock Exchange (LSE:HOC) with a primary focus on the
exploration, mining, processing and sale of silver and gold.
Hochschild has almost fifty years' experience in the mining of
precious metal epithermal vein deposits and currently operates four
underground epithermal vein mines, three located in southern Peru and
one in southern Argentina. Hochschild also has numerous long-term
projects throughout the Americas.
About Andina Minerals Inc.
Andina's primary focus is mining exploration and development in
Chile. Andina's flagship development project is the 100%-owned Volcan
Gold Project, strategically located in the prolific Maricunga Gold
Belt in Chile.
In addition to Andina's extensive underexplored land position
surrounding the Volcan Gold Project, Andina holds two other mineral
properties located within Chile's primary mining regions.
Or visit Andina's website at www.andinaminerals.com.
Neither 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.
+44 (0)20 7251 3801
Andina Minerals Inc.
George M. Bee
President & CEO
416 203 3488
Andina Minerals Inc.
Chief Financial Officer
416 203 3488
Hochschild Mining plc
Head of Investor Relations
+44 (0)20 7907 2934
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