NEW YORK, March 30 /PRNewswire-FirstCall/ -- KHD Humboldt
Wedag International Ltd. (NYSE: KHD) announces that its
shareholders approved the first tranche distribution of 26% of the
shares of KHD Humboldt Wedag International AG ("KID"). This
is the first step in the restructuring of KHD into two distinct
legal entities: (1) a mineral royalty company, Terra Nova Royalty
Corporation ("Terra Nova")
and (2) an industrial plant technology, equipment and service
company, KID.
KHD has changed its name to Terra
Nova. Terra Nova will continue to be listed on the New
York Stock Exchange and trade the "regular way" under a new trading
symbol TTT, with the first day of trading being on March 31, 2010.
KID will be listed on the regulated market of the Frankfurt
Stock Exchange trading under trading symbol KWG.
Spin out and First
Tranche Summary (KID shares)
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- You will receive
one (1) KID share for every three and half (3 1/2) KHD shares
(calculated after a 2 for 1 forward split of KID, which was
approved on March 23, 2010).
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- Initial percentage
of KID shares distributed
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26%
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March 30,
2010
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- Distribution date
of shares
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March 31,
2010
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- Listing date for
KID shares on the Frankfurt Stock Exchange
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March 31,
2010
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The shareholders of record who are eligible to receive the KID
shares are registered shareholders and/or DTC participants of
Terra Nova, who will need to
establish a Clearstream eligible brokerage or custodian account for
the acceptance of the KID shares. There will be no physical
certificates distributed. The KID Shares will be quoted on
the Regulated Market of the Frankfurt Stock Exchange and,
therefore, will be transferable in electronic form only. As
virtually all major brokerage firms will have Clearstream eligible
accounts, shareholders whose shares of Terra Nova are registered in the name of a
brokerage firm should contact their brokerage firm for further
information.
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Contact Information:
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Allen & Caron Inc.
Joseph Allen (investors)
1 (212) 691-8087
joe@allencaron.com
or
Len Hall (media)
1 (949) 474-4300
len@allencaron.com
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Rene Randall
Terra Nova Royalty Corporation
1 (604) 683-8286 ex 224
rene.randall@khd.com
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Also, we ask you to
contact our agent for the distribution:
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Computershare
Inc.
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PO Box
43001
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Providence, Rhode
Island 02940-3001
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USA
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Contact: Lynn
Huguet
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Telephone:
1-877-624-5999 (toll free within North America) or
1-781-575-4086
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Fax:
1-617-360-6841
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Or for any assistance
call our offices in North America:
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Rene
Randall
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Telephone:
1-604-683-8286 ex 224
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Email:
rrandall@bmgmt.com
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It is important that all new KID shareholders realize that
there presently is a very limited or thin market for the KID shares
on the Frankfurt Stock Exchange due to the fact that the public
float of KID is approximately only 2 percent of KID's outstanding
share capital. As a result, until our shareholders claim and
receive their KID shares and a more orderly trading market
develops, the trading float will remain extremely small, trading
levels will be very low or thin and, as a result, there may be
extreme volatility in quoted or trading prices for KID shares.
Until shareholders take up their KID shares and a more
orderly market develops, traded or quoted prices for KHD shares may
not be reflective of their value. We encourage you to take up
your new KID shares now.
There are several companies quoted on European markets with
similar names to our company, please make sure you are using the
trading symbol KWG to correct identify your KID shares.
With our realignment, Silke
Stenger and Gerhard Rolf have
resigned from the Board of Directors of Terra Nova and joined the board of KID.
We are also pleased to announce that Ian Rigg has joined the board of Terra Nova. Jouni Salo has resigned as
President and CEO and has joined KID as Managing Director.
Michael Smith, Chairman, has been appointed as interim
President and CEO of Terra
Nova.
About Terra Nova Royalty Corporation
Terra Nova Royalty Corporation owns a royalty stream on the
Wabush Iron Ore Mine in Labrador
Newfoundland and is active in the royalty industry.
Disclaimer for Forward-Looking Information
Certain statements in this release are forward-looking
statements, which reflect the expectations of management regarding
the Company's future growth, results of operations, performance and
business prospects and opportunities. The worldwide
macroeconomic downturn has resulted in production slow down less
demand for iron ore worldwide. Further, it may result in a further
decrease in the demand for our products or services. Any of
these may have a material adverse effect on our operating results
and financial condition. Forward-looking statements consist of
statements that are not purely historical, including any statements
regarding beliefs, plans, expectations or intentions regarding the
future. No assurance can be given that any of the events
anticipated by the forward-looking statements will occur or, if
they do occur, what benefits the Company will obtain from them.
These forward-looking statements reflect management's current views
and are based on certain assumptions. These assumptions, which
include management's current expectations, estimates and
assumptions about certain projects and the markets the Company
operates in, the global economic environment, interest rates,
exchange rates and our ability to attract and retain customers and
to manage our assets and operating costs, may prove to be
incorrect. A number of risks and uncertainties could cause
our actual results to differ materially from those expressed or
implied by the forward-looking statements.
SOURCE KHD Humboldt Wedag International Ltd.