Corriente accepts $379M takeover offer by Tongling, China Railway

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VANCOUVER - Corriente Resources Inc. (TSX:CTQ) announced Monday it has agreed to $679-million takeover by China-based Tongling Nonferrous Metals Group Holdings Co. Ltd. and China Railway Construction Corp. Ltd. through their jointly owned subsidiary CRCC-Tongguan Investment Co. Ltd.
Under the agreement, Tongling and CRCC will pay $8.60 per share in cash for all of Corriente's outstanding shares.
The offer, which values Corriente at about $679 million on a fully diluted basis, represents a 27 per cent premium to Corriente's average trading price for the 30 trading days through Dec. 24, the company said in a news release. Corriente stock last traded Thursday at $7.55 a share on the Toronto Stock Exchange.
The offer will be open for acceptance for a period of not less than 35 days and is subject to a number of conditions, including a minimum tender of 66 2/3 per cent of shares.
All officers and directors of Corriente, who collectively hold approximately 12 per cent of the company's shares, have entered into lock-up agreements with the offeror, under which they have agreed to tender their shares and not support any rival offer unless it represents a superior proposal as determined by the company's board of directors.
In the event that the transaction is not completed, Corriente has agreed to pay the offeror a termination fee of $20 million under certain circumstances.
Vancouver-based Corriente is engaged in the acquisition, exploration and development of mineral properties, mainly in South America.
"We are pleased to have reached an agreement with CRCC-Tongguan, who is committed to bringing their vision of responsible mining development to Ecuador," said Corriente chief executive Ken Shannon.
"The Mirador and Panantza-San Carlos copper projects will require large scale capital investment by CRCC-Tongguan to unlock the infrastructure development, social benefits and jobs that will flow to the people of Ecuador," Shannon said.
Tongling is a huge state holding enterprise and an integrated mining conglomerate. It is primarily engaged in copper mining, mineral processing, smelting and refining and copper products processing, as well as trade, scientific research and design, machine building, construction and other businesses.
CRCC is one of the largest integrated construction enterprises in China and in the world, operating in some 60 countries and regions.
CRCC-Tongguan, incorporated in China on Dec. 10, is jointly owned by CRCC and Tongling to jointly develop their global mining initiatives.

Organizations: Corriente Resources Inc., China Railway, TSX CTQ Tongling Nonferrous Metals Group Holdings Co. CRCC-Tongguan Investment Co. Toronto Stock Exchange

Geographic location: Tongling, VANCOUVER, Ecuador China South America

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