AMG invests $10 million in associate Timminco via debt and equity
financing
(Thomson Reuters ONE) - Amsterdam, 18 November 2009 --- AMG Advanced Metallurgical Group N.V.("AMG", EURONEXT AMSTERDAM: "AMG") has agreed to loan $5.0 million toTimminco's wholly-owned subsidiary, Bécancour Silicon Inc.("Bécancour"), in exchange for a convertible senior subordinatedpromissory note (the "Convertible Note"). AMG has also agreed toinvest $5.0 million in Timminco common equity (the "Common Shares")via a private placement of approximately 3.8 million Timminco commonshares.The Convertible Note will bear interest at 12%, payable quarterly inarrears starting December 31, 2009 and will mature on January 3,2011. The full principal amount will be convertible into commonshares of Timminco, at AMG's option at any time, at a conversionprice of C$1.58 per share, or 3.4 million shares, subject tocustomary anti-dilution adjustments. The Convertible Note will be adirect, unsecured obligation of Bécancour, subordinated to existingsecured indebtedness of Bécancour but senior to all other unsecuredobligations, and guaranteed by Timminco.AMG will purchase 3.8 million Common Shares at an 18% discount to thelast five day volume weighted average trading price, or a price ofC$1.38 per share, for a total cost of $5.0 million. The issuance ofthe Common Shares and the Convertible Note is scheduled to close onor about November 23, 2009 and December 11, 2009, respectively. Uponcompletion of these financings, and assuming the full conversion ofthe Convertible Note AMG will own approximately 47.2%.The proceeds of these financings will support Timminco's ongoingturnaround program focused on generating positive cash flow throughfull production of silicon metal, and repositioning solar gradesilicon activities to respond to current market conditions.About AMGAMG, incorporated in the Netherlands, is a global leader in theproduction of highly engineered specialty metal products and advancedvacuum furnace systems. AMG serves growing industries worldwide withits unique combination of metallurgical engineering expertise andproduction know-how. AMG is a market leader in many of its productsand systems, which are critical to the production of key componentsfor the aerospace, energy (including solar and nuclear), electronics,optics, chemicals, construction and transportation industries. AMGhas two operating divisions, Advanced Materials and EngineeringSystems, and owns interests in publicly-listed companies GraphitKropfmühl AG (Deutsche Börse: GKR.DE) and Timminco Limited (TSX:"TIM").The Advanced Materials Division develops and produces niche specialtymetals and complex metals products, many of which are used indemanding, safety-critical, high-stress environments. AMG is one ofa limited number of significant producers globally of niche specialtymetals, such as ferrovanadium, ferronickel-molybdenum, aluminummaster alloys and additives, chromium metal and ferrotitanium, usedby steel, aluminum, chemical and superalloy producers for aerospace,automotive, energy, electronics, optics, chemicals, construction andother applications. Other key products produced by AMG includespecialty alloys for titanium and superalloys, coating materials,tantalum and niobium oxides, vanadium chemicals and antimonytrioxide.The Engineering Systems Division designs, engineers and producesadvanced vacuum furnace systems and operates vacuum heat treatmentfacilities. AMG is a global leader in supplyingtechnologically-advanced vacuum furnace systems to customers in theaerospace, energy (including solar and nuclear), transportation,electronics, superalloys and specialty steel industries. Examples offurnace systems produced by AMG include vacuum remelting, solarsilicon melting and crystallization, vacuum induction melting, vacuumheat treatment and high pressure gas quenching, vacuum precisioncasting, turbine blade coating and sintering. AMG also providesvacuum case-hardening heat treatment services on a tolling basis tocustomers through facilities equipped with vacuum heat treatmentfurnaces.Graphit Kropfmühl AG is a majority controlled, publicly listedsubsidiary of AMG. Based on its secure raw material sources inAfrica, China and Europe, Graphit Kropfmühl is a specialist in theproduction of silicon metal and the extraction, processing andrefining of natural crystalline graphite for a wide range of energysaving industrial applications.Timminco Limited is a publicly listed associate of AMG. Timmincoproduces silicon metal for the chemical (silicones), aluminium andelectronic / solar industries. Timminco also produces solar gradesilicon, using its proprietary technology for purifying siliconmetal, for the solar photovoltaic energy industry.AMG operates globally with production facilities in Germany, theUnited Kingdom, France, Czech Republic, the United States, Canada,Mexico, Brazil, Sri Lanka and Australia and also has sales andcustomer 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 4901Jonathan CostelloVice President of Corporate Communicationsjcostello(at)amg-nv.comDisclaimerCertain statements in this press release are not historical facts andare "forward looking." Forward looking statements include statementsconcerning AMG's plans, expectations, projections, objectives,targets, goals, strategies, future events, future revenues orperformance, capital expenditures, financing needs, plans andintentions relating to acquisitions, AMG's competitive strengths andweaknesses, 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 theindustries and the political and legal environment in which itoperates and other information that is not historical information.When used in this press release, the words "expects," "believes,""anticipates," "plans," "may," "will," "should," and similarexpressions, and the negatives thereof, are intended to identifyforward looking statements. By their very nature, forward lookingstatements involve inherent risks and uncertainties, both general andspecific, and risks exist that the predictions, forecasts,projections and other forward looking statements will not beachieved. These forward looking statements speak only as of the dateof this press release. AMG expressly disclaims any obligation orundertaking to release publicly any updates or revisions to anyforward looking statement contained herein to reflect any change inAMG's expectations with regard thereto or any change in events,conditions or circumstances on which any forward looking statement isbased.http://hugin.info/138060/R/1355894/329311.pdfThis announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement.
Datum: 18.11.2009 - 14:22 Uhr
Sprache: Deutsch
News-ID 8575
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