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News Release
For Immediate Release
Great Lakes Carbon Income Fund receives C$14.00 superior proposal from Oxbow
TORONTO, March 20 /CNW/ - Great Lakes Carbon Income Fund (the "Fund") (TSX: GLC.UN) announced today that it has received a proposal (the "Oxbow Proposal") from Oxbow Carbon & Minerals Holdings, Inc. ("Oxbow") to acquire all of the assets of the Fund at an effective price of C$14.00 per unit of the Fund ("Unit") in cash.
As announced on March 20, 2007, Rain Commodities (Canada) Inc. ("Rain Canada") exercised its right to match an earlier proposal by Oxbow by further amending the terms of Rain Commodities (USA) Inc.'s and Rain Canada's (together, "Rain") existing agreement with the Fund (the "Rain Agreement") to acquire all of the assets of the Fund at an effective price of C$13.50 per Unit in cash.
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 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. Rain has until March 27, 2007 to exercise its right to match the Oxbow Proposal. In the event Rain does not exercise its right to match, Rain Canada will be entitled to a termination fee of C$17.0 million in accordance with the terms of the Rain Agreement.
About the Fund
The Fund is a trust established to hold indirectly the securities of GLC Carbon USA Inc. ("GLC"). The Fund currently holds an indirect 73.56% interest in GLC. GLC is the world's largest producer of both anode and industrial grade calcined petroleum coke ("CPC"). Anode grade CPC is used in the production of aluminum. Industrial grade CPC is used in the production of other industrial materials including titanium dioxide. GLC produces CPC at its facilities located in Port Arthur, Texas; Enid, Oklahoma; Baton Rouge, Louisiana; and La Plata, Argentina.
Further information on the Fund can be found in its disclosure documents filed with the securities regulatory authorities, available at www.sedar.com.
Forward Looking Information
This release includes certain forward-looking statements including, without limitation, statements concerning the Fund's future financial position, business strategy, proposed transactions, projected costs and plans and objectives of management for future operations. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," "should," "plans," or "continue" or the negative thereof or variations thereon or similar terminology. Although the Fund believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. These forward-looking statements are subject to a number of risks and uncertainties, and actual results could differ materially from those anticipated in these forward-looking statements.
For further information: about the Fund please contact: Ronald J. Statile, Senior Vice President and Chief Financial Officer, Great Lakes Carbon LLC at (212) 370-5770
Contacts:
Oxbow Corporation
www.oxbow.com
Brad Goldstein
561-697-4300
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