China’s Minmetals Resources Limited has agreed terms to buy all common shares of Anvil by way of a friendly take over bid at a price of CAD 8.00 per share in cash approximately USD 7.7 for a total of USD 1.3 billion.

Hongo Kongo based Anvil Limited announced in a statement that Minmetals has also entered into a lockup agreement with all of the Corporation’s directors and senior officers and with Trafigura Beheer BV, Anvil’s largest shareholder who together hold in aggregate approximately 40% of the outstanding shares of the Company on a fully diluted basis

The Offer represents a 30% premium to the 20 day volume weighted average price as at September 29th 2011 of the Company’s common shares on the TSX and a 39% premium to the closing price of the Company’s common shares on the TSX on September 29th 2011 immediately prior to the announcement of the Offer.

The Support Agreement contains customary deal support provisions including nonsolicitation and right to match covenants in favour of Minmetals and the payment to Minmetals of a termination fee of CAD 53 million if the acquisition is not completed in certain specified circumstances. Minmetals has also agreed to pay a reverse break fee of CAD 20 million to Anvil in certain circumstances.

The obligation of Minmetals to take up and pay for Anvil common shares pursuant to the Offer is subject to certain conditions, including a sufficient number of shares being tendered to the Offer such that Minmetals and its affiliates would own at least 662/3% of the Company’s shares on a fullydiluted Basis.

Minmetals has announced that it intends to commence its Offer and to mail its take over bid circular as soon as practicable and in any event by October 21st 2011. The Offer will be open for acceptance for a period of not less than 35 days. Anvil’s Board of Directors has agreed that its Directors’ Circular recommending the Offer will be mailed to shareholders at the same time as the mailing of the Minmetals take over bid circular. The details of the Offer will be contained in the take over bid circular.

BMO Capital Markets is acting as financial advisor to Anvil and Lawson Lundell LLP is acting as legal counsel to Anvil. Paradigm Capital Inc. is acting as financial advisor to Anvil’s independent directors and Cassels Brock & Blackwell LLP is acting as legal counsel to Anvil’s independent directors. Stikeman Elliott LLP is acting as legal counsel to Trafigura Beheer BV.

(Filed by Matsiko Mike SteelGuru Uganda correspondent)