Thompson Creek extends, amends exchange offer for 6.5% equity units

By Angela McDaniels

Tacoma, Wash., June 11 – Thompson Creek Metals Co. Inc. extended the exchange offer for its 6.5% tangible equity units, amended some of the pricing terms and announced its intention to delist the units from the New York Stock Exchange following settlement of the exchange offer.

The expiration date was extended to 11:59 p.m. ET on June 24 from 11:59 p.m. ET on June 18, according to a company news release. The exchange offer began May 21.

Under the new pricing terms, the exchange ratio per unit is (a) 5.3879 shares of common stock plus (ii) a number of shares of common stock equal to $1.25 divided by the weighted average price, subject to a maximum of 5.8879 shares and a minimum of 5.7004 shares.

The new averaging period over which the weighted average price will be determined will begin on June 16 and end on June 20. The company will calculate the exchange ratio on June 20 and will announce it in a news release on June 23.

Like before, holders who exchange will receive the accrued portion of the full quarterly cash installment payment that has accrued from May 15 to the settlement date of the exchange offer and that is payable in respect of the amortizing note component of each unit. This cash installment payment consists of both payment of accrued interest and a partial repayment of principal.

As previously reported, the company issued $220 million of the three-year tangible equity units, or 8.8 million units at $25.00 each, on May 11, 2012 to yield 6.5% with an initial conversion premium of 17.5%, and 8.34 million units remain outstanding.

Each unit consists of a prepaid stock purchase contract and an amortizing note, and they can be separated at any time into their component parts.

The units mandatorily convert into a maximum of 44,935,086 shares on May 15, 2015.

Prior to the amendment to the pricing terms, the proposed exchange ratio per unit was 5.3879 shares – the maximum number of shares that would otherwise be issuable to settle the units' prepaid common stock purchase contract portion on the mandatory settlement date – plus an additional amount of common shares equal to $1.00 divided by the five-day weighted average price, subject to a maximum of 5.7879 shares and a minimum of 5.6379 shares per unit.

The exchange offer is not being made to prior holders of units who have already exercised their right to separate the units into their component parts. However, such holders who recreate the units by combining the component parts may participate.

Global Bondholder Services Corp. (866 470-4200) is the information agent.

Thompson Creek is a mining company based in Littleton, Colo.

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