Harry Winston Diamond Corporation announced July 23 that it
has reached an agreement in principle to purchase from Kinross Gold Corporation
its 9 percent indirect interest in the Diavik Joint Venture for aggregate consideration
of approximately $220 million.
Purchase consideration will comprise $50 million in cash,
payable at closing, plus the issuance to Kinross of approximately 7.1 million
treasury Harry Winston common shares and a promissory note in the amount of $70
million, maturing 12 months from the date of closing. The note will bear
interest at a rate of 5 percent per annum and can be repaid in cash or, subject to
certain limitations, shares issued by the company to Kinross.
Kinross has also announced that it has reached an agreement
to sell its existing holding of approximately 15 million common shares of Harry
Winston to a group of financial institutions through a block trade transaction.
Kinross’ resulting direct ownership interest in Harry Winston following closing
of the transaction will be approximately 8.5 percent.
The completion of the transaction with Kinross is subject to
execution of definitive binding documentation, as well as the approval of the
Boards of both Harry Winston and Kinross, the receipt of all required third
party consents, the receipt of required regulatory approvals (including the
approval of the Toronto Stock Exchange) and other customary conditions of closing.