AMG maintains at least 50.3% ownership position in Timminco
Amsterdam, 27 January 2009 --- AMG Advanced Metallurgical Group
N.V.'s ("AMG", EURONEXT AMSTERDAM: "AMG") 50.34% subsidiary Timminco
Limited ("Timminco"; TSX: TIM) has agreed to issue a total of 7.04
million common shares at a price of C$3.55 per share for aggregate
gross proceeds of C$25.0 million. This equity financing will be by
way of private placement to certain investors, including Timminco's
controlling shareholder, AMG. AMG has agreed to subscribe for a
minimum of 3.55 million common shares to be issued in this financing,
at the same price per share offered to all other investors,
representing C$12.6 million of the expected gross proceeds. In
addition, AMG has agreed to purchase any of the remaining 3.49
million common shares that are not subscribed for by other investors
in this financing, at the same price per share, subject to normal
closing conditions. Proceeds of the financing will be used for
general corporate purposes.
"While we believe that based on our current cash position, existing
credit facilities and expected cash flow from operations Timminco is
adequately capitalized to finance the remainder of our capital
expansion costs at our purification facilities in Bécancour, Quebec,
we are completing this financing as a prudent contingency measure in
light of the impact that the current global economic conditions are
having on the solar photovoltaic industry," said Mr. Robert J.
Dietrich, Executive Vice President - Finance and Chief Financial
Officer of Timminco. "The additional capital from this financing
will strengthen our balance sheet and enable us to better manage
uncertainties associated with short-term demand from Timminco's solar
grade silicon customers, and potential risks with accounts receivable
payment terms and outstanding customer deposits. We are also
complementing this equity financing with several programs to generate
cash through the reduction of working capital."
"We are pleased that AMG has demonstrated a vote of confidence in our
Company and our business plans, by agreeing to participate in at
least 50.4% - and, if necessary, up to 100% - of this financing,"
added Mr. Dietrich.
"This funding should help enable Timminco to achieve its long-term
goals," stated Mr. William Levy, Chief Financial Officer of AMG.
"Despite the current economic situation, Timminco continues to offer
a compelling value proposition to the crystalline solar market."
The financing is being co-led by Clarus Securities Inc. and TD
Securities Inc. as Timminco's exclusive agents (the "Agents").
AMG currently owns 52.56 million common shares of Timminco. Upon
completion of the private placement transaction, this is expected to
increase to 56.11 million common shares, representing 50.34% of
Timminco's total issued and outstanding share capital after
completion of the offering, assuming that the remaining 3.49 common
shares are subscribed for by other investors.
Completion of this financing, which is expected on or about February
3, 2009, is subject to certain conditions, including execution of
definitive documents and receipt of all necessary regulatory
approvals, including approval of the Toronto Stock Exchange. The
common shares to be issued pursuant to this private placement will be
subject to a four-month hold period from the date of closing.
About AMG
AMG, incorporated in the Netherlands, is a global leader in the
production of highly engineered specialty metal products and advanced
vacuum furnace systems. AMG serves growing industries worldwide with
its unique combination of metallurgical engineering expertise and
production know-how. AMG is a market leader in many of its products
and systems, which are critical to the production of key components
for the aerospace, energy (including solar and nuclear), electronics,
optics, chemicals, construction and transportation industries. AMG
has two operating divisions of businesses, Advanced Materials and
Engineering Systems, and owns majority interests in publicly-listed
companies Timminco Limited (TSX: "TIM") and Graphit Kropfmühl AG
(Deutsche Börse: GKR.DE).
The Advanced Materials Division develops and produces niche specialty
metals and complex metals products, many of which are used in
demanding, safety-critical, high-stress environments. AMG is one of
a limited number of significant producers globally of niche specialty
metals, such as ferrovanadium, ferronickel-molybdenum, aluminum
master alloys and additives, chromium metal and ferrotitanium, used
by steel, aluminum, chemical and superalloy producers for aerospace,
automotive, energy, electronics, optics, chemicals, construction and
other applications. Other key products produced by AMG include
specialty alloys for titanium and superalloys, coating materials,
tantalum and niobium oxides, vanadium chemicals and antimony
trioxide.
The Engineering Systems Division designs, engineers and produces
advanced vacuum furnace systems and operates vacuum heat treatment
facilities. AMG is a global leader in supplying
technologically-advanced vacuum furnace systems to customers in the
aerospace, energy (including solar and nuclear), transportation,
electronics, superalloys and specialty steel industries. Examples of
furnace systems produced by AMG include vacuum remelting, solar
silicon melting and crystallization, vacuum induction melting, vacuum
heat treatment and high pressure gas quenching, vacuum precision
casting, turbine blade coating and sintering. AMG also provides
vacuum case-hardening heat treatment services on a tolling basis to
customers through facilities equipped with vacuum heat treatment
furnaces.
Timminco Limited is a majority controlled, publicly listed subsidiary
of AMG. Timminco is a leader in the production of upgraded
metallurgical silicon for the rapidly growing solar photovoltaic
energy industry. Timminco also produces silicon metal and magnesium
products for use in a broad range of industrial applications.
Graphit Kropfmühl AG is a majority controlled, publicly listed
subsidiary of AMG. Based on its secure raw material sources in
Africa, China and Europe, Graphit Kropfmühl is a specialist in the
production of silicon metal and the extraction, processing and
refining of natural crystalline graphite for a wide range of energy
saving industrial applications.
AMG operates globally with production facilities in Germany, the
United Kingdom, France, Czech Republic, the United States, Canada,
Mexico, Brazil, Sri Lanka and Australia and also has sales and
customer service offices in Belgium, Russia, China and Japan
(website: www.amg-nv.com).
For further information please contact:
AMG Advanced Metallurgical Group N.V. +1 610 975 4901
Jonathan Costello
Director of Corporate Communications
jcostello@amg-nv.com
Timminco Limited +1 416 364 5171
Robert Dietrich
Executive Vice President and CFO
rdietrich@timminco.com
Disclaimer
Certain statements in this press release are not historical facts and
are "forward looking". Forward looking statements include statements
concerning AMG's plans, expectations, projections, objectives,
targets, goals, strategies, future events, future revenues or
performance, capital expenditures, financing needs, plans and
intentions relating to acquisitions, AMG's competitive strengths and
weaknesses, plans or goals relating to forecasted production,
reserves, financial position and future operations and development,
AMG's business strategy and the trends AMG anticipates in the
industries and the political and legal environment in which it
operates and other information that is not historical information.
When used in this press release, the words "expects," "believes,"
"anticipates," "plans," "may," "will," "should," and similar
expressions, and the negatives thereof, are intended to identify
forward looking statements. By their very nature, forward looking
statements involve inherent risks and uncertainties, both general and
specific, and risks exist that the predictions, forecasts,
projections and other forward looking statements will not be
achieved. These forward looking statements speak only as of the date
of this press release. AMG expressly disclaims any obligation or
undertaking to release publicly any updates or revisions to any
forward looking statement contained herein to reflect any change in
AMG's expectations with regard thereto or any change in events,
conditions, or circumstances on which any forward looking statement
is based.
AMG Subsidiary Timminco Completes C$25 Million Equity Financing to
Strengthen Balance Sheet
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