SOURCE: AMG Advanced Metallurgical Group N.V.
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December 21, 2009 18:09 ET
AMG Affiliate Timminco Announces Conversion of Note Into Common Shares
AMSTERDAM, THE NETHERLANDS--(Marketwire - December 21, 2009) - AMG Advanced Metallurgical Group
N.V.'s ("AMG," EURONEXT AMSTERDAM: "AMG") 42.6% owned affiliate, Timminco
Limited ("Timminco"; TSX: TIM) announced today that ALD International LLC
(the "LLC"), a controlled subsidiary of Safeguard International Fund, L.P.,
has elected to exercise its right to convert the entire principal amount
outstanding of C$4.5 million under the promissory note issued March 1, 2007
into Timminco common shares.
Consistent with the terms of the note, Timminco will issue approximately
10.7 million common shares at a conversion rate of C$0.42 per common share,
as full and final settlement of the principal amount outstanding. Timminco
and the LLC have also agreed that Timminco will also issue approximately
0.3 million common shares at a price of C$1.29 per common share in
satisfaction of the net amount of accrued interest on the note of
approximately C$0.4 million. The price per share represents the five day
volume weighted average price of Timminco common shares on the Toronto
Stock Exchange. The issuance of the shares issuable in connection with the
conversion of interest, which when combined with the shares issuable in
connection with the conversion of principal represents approximately 7.4%
of Timminco's issued and outstanding shares, is subject to receipt of all
necessary regulatory approvals, including approval of the Toronto Stock
Exchange.
AMG will own approximately 42.6% of Timminco's issued and outstanding
shares following completion of this transaction.
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 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.
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.
Timminco Limited is a publicly listed affiliate 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 for use in a broad range of 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).
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.