
Great Lakes Carbon Income Fund announced today that the Board of Trustees has completed its review with its legal and financial advisors of the previously announced proposal made by Oxbow Carbon & Minerals Holdings, Inc. to acquire all of the assets of the Fund at an effective price of C$13.50 per unit of the Fund in cash.
As announced on March 11, 2007, in response to an earlier proposal by Oxbow at C$13.00 per Unit, the Fund and Rain Commodities (USA) Inc. amended the terms of their previously announced agreement under which Rain USA agreed to acquire all of the assets of the Fund, by increasing the effective cash price per Unit to be paid from C$11.60 to C$13.25 and by increasing the termination fee payable to a subsidiary of Rain USA by the Fund under certain circumstances from C$14.5 million to C$17.0 million.
The Board of Trustees has determined that the Oxbow Proposal constitutes a superior proposal for the purposes of the Rain Agreement. Under the terms of that agreement, Rain USA has a right to match any offer made by another acquirer before the Fund can enter into an agreement with the competing acquirer. Accordingly, the Fund has provided a copy of the proposed definitive agreement with Oxbow to Rain USA. Rain USA has until March 20, 2007 to exercise its right to match the Oxbow Proposal.
In the event Rain USA does not exercise its right to match, a subsidiary of Rain USA will be entitled to a termination fee of C$17.0 million in accordance with the terms of the Rain Agreement. -- www.cnxmarketlink.com
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