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Hecla Mining makes $796-million friendly offer to buy Aurizon Mines

By: The Canadian Press

Posted: 03/4/2013 6:03 AM | Comments: 0 | Last Modified: 03/4/2013 12:37 PM

The corporate logo for Aurizon Mines Ltd. (TSX:ARZ) is shown. THE CANADIAN PRESS/HO

VANCOUVER - Aurizon Mines Ltd. shareholders will see more cash and a chance to participate in a diversified company with strong growth prospects through a friendly $796-million takeover offer from Hecla Mining Co., Aurizon CEO George Paspalas says.

Hecla's cash and stock offer, valued at $4.75 per Aurizon share (TSX:ARZ), is 10 cents more than a hostile bid by Alamos Gold Inc. (TSX:AGI) which was valued at $4.65 per share when it was announced.

Hecla is also prepared to pay more cash — up to $513.6 million of the total bill, almost $210 million above the cap in the Alamos stock and cash bid.

"Our agreement with Hecla represents immediate value today and upside for tomorrow," Paspalas told a conference call with financial analysts Monday.

"It offers a good strategic fit and exposure to what we believe is a bright future."

Paspalas called Hecla a better partner than Alamos.

"Aurizon shareholders get a higher premium with greater value certainty and an opportunity to participate in further upside in three long-life, low-cost mines in excellent jurisdictions in the new company," he said.

Aurizon shares were up 17 cents at $4.52 on the Toronto Stock Exchange on Monday.

The company has eight properties in Quebec, including the Casa Berardi gold mine, as well as several development and exploration projects.

Alamos, which has its head office in Toronto, has a mine and mineral rights in Mexico and an advanced development project in Turkey while Hecla has mines in Alaska and Idaho, where its headquarters is located, as well as land packages in several other U.S. states and in Durango, Mexico.

Hecla chief executive Phillips Baker praised the Cada Berardi gold mine with its reserve life and potential to grow.

"We are focusing on growing silver production, but with the dearth of quality silver projects and mines we have continued to invest in gold projects," Baker said.

The deal with Hecla requires approval of two-thirds of the votes cast by affected Aurizon securityholders and two-thirds of the votes cast by Aurizon shareholders at a special meeting.

Assuming the deal is approved and all court and regulatory approvals are received, the agreement is expected to close in the second quarter.

Aurizon's board has given Hecla the right to match any competing bid that comes up and will pay Hecla a $27.2-million termination fee under some circumstances.

Aurizon said it has waived its shareholder rights plan, as previously announced, had cancelled that a March 7 special meeting of shareholders to vote on the plan.

Hecla has capped the amount of cash it will pay at $513.6 million and the maximum number of shares it would exchange at 57 million. That would work out to about $3.11 in cash and about one-third of a Hecla share per Aurizon share.

Alamos has offered $4.65 in cash or 0.2801 of an Alamos share for each Aurizon share with the cash portion capped at a maximum of $305 million and the stock portion limited to 23.5 million Alamos shares.

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