HERE'S THE NEWS!!
De Beers' offer endorsed by Winspear
Offer price increased to $5/share
VANCOUVER, Aug. 14 /CNW/ - De Beers and Winspear are pleased to announce
they have entered into an agreement for De Beers to offer to purchase the
outstanding common shares of Winspear at an increased price of $5.00 cash per
share. The offer, which has the unanimous endorsement of the Winspear Board
of Directors, is extended to midnight (Vancouver time) on August 25, 2000.
In addition to the support of the Winspear Board, Winspear directors have
agreed to irrevocably deposit their 9.4 million shares of Winspear -
approximately 15.4 per cent of the shares outstanding on a fully diluted basis
- to the De Beers offer.
Winspear's financial advisors have reviewed the offer and provided
Winspear's Board with confirmation that the revised De Beers offer is fair to
Winspear shareholders from a financial point of view.
"We are extremely pleased that we have been able to reach this
agreement," said Richard Molyneux, president and CEO, De Beers Canada
Corporation. "We feel the transaction offers excellent value for Winspear
shareholders and thank Randy Turner and the Winspear Board for working with us
to conclude an agreement that has their support."
The conditions of the original offer remain, including acceptance of the
offer by holders of at least 50.1% of Winspear shares determined on a fully
diluted basis.
"We are pleased that De Beers recognizes the value and potential of the
Snap Lake diamond deposit and we concur with our advisors that this revised
$305 million offer is fair to the shareholders," said Randy Turner, president
and CEO, Winspear Diamonds Inc.
Winspear's management and Board of Directors have agreed not to solicit
any competing offers, to provide De Beers with a right to match any competing
offer should one materialize and to pay De Beers a break fee of $0.20 per
Winspear fully diluted share under certain specific circumstances.
To accept the offer shareholders should contact their investment dealer
or broker, complete and execute the "Letter of Transmittal" which accompanied
the offer and deposit it, together with certificates representing their shares
before midnight (Vancouver time) on August 25. Shareholders can also choose to
follow the procedure for guaranteed delivery by using the "Notice of
Guaranteed Delivery" which accompanied the offer.
Shareholders who have already deposited their shares under the existing
offer will automatically receive payment for the increased purchase price of
their shares.
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For further information: Richard Molyneux, De Beers Canada Corporation
Tel: (416) 423-5811; Jocelyn Fraser, Hill and Knowlton, Tel: (604) 731-6164;
Randy Turner, Winspear Diamonds Inc., (604) 687-6644; Sophie Taylor,
Winspear Diamonds Inc. (604) 687-6644; www.debeers.ca, www.winspear.com
PHIL |
