Dissident Shareholders Agree To Withdraw Request for Shareholder Meeting After Proxy Results Show that Aberdeen Shareholders Support Current Board of DirectorsFebruary 2, 2015
Aberdeen International Announces New Investment and Issues Early Warning Report Pursuant to NI 62-103; Acquisition of Units of Kombat Copper Inc.February 17, 2015
TORONTO, ONTARIO–(Marketwired – Feb. 12, 2015) – Aberdeen International Inc. (TSX:AAB) (“Aberdeen” or the “Company”), as part of its five point plan to create long-term value, announces its intention to make a Normal Course Issuer Bid (“NCIB”), subject to Toronto Stock Exchange (“Exchange”) approval, to buy back its common shares through the facilities of the Exchange. Any purchases made pursuant to the NCIB will be made in accordance with the rules of the TSX and in some instances may be effected through alternative Canadian trading platforms and will be made at the market price of the common shares at the time of the acquisition.
The Board of Directors of Aberdeen believes that the underlying value of the Company is not reflected in the current market price of its common shares, and may not be so reflected at certain times during the course of the NCIB, and has thus concluded that the repurchase and cancellation of common shares pursuant to the proposed NCIB presently constitutes an appropriate use of financial resources and would be in the best interest of Aberdeen shareholders.
The maximum number of common shares that may be purchased for cancellation pursuant to the NCIB is that number of common shares that represents 10% of the common shares in the public float. Based on the 77,965,256 common shares in the public float as at February 11, 2015, the maximum number of shares to be purchased and cancelled would be 7,796,525. Aberdeen notes that the number of its shares in the public float is less than the 97,349,422 total basic issued and outstanding Aberdeen common shares as of February 5, 2015 because the public float number does not include 19,384,166 common shares held by Aberdeen reporting insiders. Daily purchases will be limited to 40,078 common shares other than block purchase exceptions. This number represents 25% of the average daily trading volume for the six month period from August 1, 2014 to January 31, 2015 being 160,313. The actual number of common shares that would be purchased, if any, and the timing of such purchases will be determined by Aberdeen considering market conditions, share price, its cash position, and other factors including other investment opportunities. Aberdeen had a previous NCIB, which terminated effective May 28, 2014, pursuant to which Aberdeen purchased 725,180 securities at a weighted average price of $0.17.
Purchases under the NCIB are permitted to commence on February 16, 2015 and will terminate on February 15, 2016 or the date upon which the maximum number of common shares have been purchased by Aberdeen pursuant to the NCIB. There cannot be any assurance as to how many common shares, if any, will ultimately be acquired by Aberdeen under the NCIB. Aberdeen intends that any shares acquired pursuant to the NCIB will be cancelled.
Aberdeen will make no purchases of common shares other than open market purchases that may be made during the period that the NCIB is outstanding.
Aberdeen would like to acknowledge that its largest holding, Rio Alto Mining has entered into a definitive agreement with Tahoe Resources Inc., to combine their respective businesses pursuant to a plan of arrangement. Under the terms of the agreement announced on February 9, 2015, it is proposed that Tahoe will acquire all of the issued and outstanding common shares of Rio Alto on the basis of 0.227 of a Tahoe common share and $0.001 in cash per Rio Alto share. Based on the closing price of Tahoe’s shares on the TSX on February 6, 2015, the offer implies a consideration of $4.00 per Rio Alto share which represents a premium of 22.1% to the closing price of the Rio shares on February 6, 2015. David Stein, President and CEO of Aberdeen states, “We were pleased to see, once again, market recognition of the value and upside in the Shahuindo gold project, now owned by our largest holding, Rio Alto. We anticipate Aberdeen shareholders to benefit from this positive recognition of Rio Alto’s assets, as well the broader trend of consolidation in the precious metals sector.” Aberdeen currently holds 4,162,500 shares of Rio Alto, which based on the announced deal terms upon completion of the proposed transaction, would result in Aberdeen holding 944,887 Tahoe shares. Aberdeen further notes that upon announcement of the definitive agreement, Tahoe indicated its intention, subject to board approval, to continue to pay a monthly dividend of US$0.02 per share (US$0.24 per share paid annually).
About Aberdeen International Inc:
Aberdeen is a publicly traded global investment and merchant banking company focused on small cap companies in the resource sector. Aberdeen will seek to acquire significant equity participation in pre-IPO and/or early stage public resource companies with undeveloped or undervalued high-quality resources. Aberdeen will focus on companies that: (i) are in need of managerial, technical and financial resources to realize their full potential; (ii) are undervalued in foreign capital markets; and/or (iii) operate in jurisdictions with low to moderate local political risk. Aberdeen will seek to provide value-added managerial and board advisory services to companies.
For additional information, please visit our website at www.aberdeeninternational.ca and follow us on Facebook and Twitter: AberdeenAAB.
Except for statements of historical fact contained herein, the information in this press release constitutes “forward-looking information” within the meaning of Canadian securities law. Such forward-looking information may be identified by words such as “plans”, “proposes”, “estimates”, “intends”, “expects”, “believes”, “may”, “will” and include without limitation, statements regarding the ability to complete the transaction, the anticipated timing with respect to normal course issuer bid, the completion of the proposed transaction by Rio Alto, the ability of the Company to generate additional value for shareholders as a result of such transactions, if completed at all, past success as an indicator of future success; net asset value of the Company; the potential of investee companies and the appreciation of their share price; the Company’s plan of business operations; and anticipated returns. There can be no assurance that such statements will prove to be accurate; actual results and future events could differ materially from such statements. Factors that could cause actual results to differ materially include, among others, metal prices, competition, financing risks, acquisition risks, risks inherent in the mining industry, and regulatory risks. Most of these factors are outside the control of the Company. Investors are cautioned not to put undue reliance on forward-looking information. Except as otherwise required by applicable securities statutes or regulation, the Company expressly disclaims any intent or obligation to update publicly forward-looking information, whether as a result of new information, future events or otherwise.Contact Information:
Aberdeen International Inc.
President and Chief Executive Officer