On January 25, 2008, China Minmetals Non-Ferrous Metals Co., Ltd. and Jiangxi Copper Company Ltd. announced their acquisition by way of take-over bid of approximately 96 per cent of the outstanding shares of Northern Peru Copper Corp. for $13.75 per share in cash. Northern Peru Copper is engaged in the exploration and development of advanced-stage copper and gold properties in Peru. China Minmetals, a Chinese state-controlled corporation, and Jiangxi Copper, a Chinese state-controlled public corporation, now control Northern Peru Copper through a joint venture owned 60 per cent by China Minmetals and 40 per cent by Jiangxi Copper. China Minmetals and Jiangxi Copper will acquire the remaining shares of Northern Peru Copper pursuant to a compulsory acquisition transaction.
The transaction valued Northern Peru Copper at approximately $455 million. Prior to making the offer, China Minmetals and Jiangxi Copper entered into a support agreement with Northern Peru Copper and lock-up agreements pursuant to which the locked-up shareholders agreed to deposit approximately 42 per cent of the Northern Peru Copper shares to the offer.
China Minmetals and Jiangxi Copper were represented by Davies Ward Phillips & Vineberg LLP with a team in Toronto that included Ian McBride, Patricia Olasker, Kevin West, Michael Rapps and Linus Yung, with Geoff Turner and Chris Anderson providing tax advice, and Darren Novak in New York providing US securities law advice. China Minmetals and Jiangxi Copper were also advised in China by Ma Chen and Glen Su of Haiwen Partners; in Peru by Luis Carlos Rodrigo and Francisco Tong of Rodrigo, Elias & Medrano, Abogados; and in British Columbia by Hector MacKay-Dunn, QC, and Peter Roth of Farris, Vaughan, Wills & Murphy LLP.
Northern Peru Copper was represented by its secretary, Robert Pirooz, and by Borden Ladner Gervais LLP, with a team that included Fred R. Pletcher, Steven McKoen and Melanie Bradley. Northern Peru was also advised in Peru by Luis Rodriguez-Mariategui Canny of Hernandez & Cia, and in China by Paul McKenzie of Morrison & Foerster.