| 2017-07-17 08:02:52|
DDC 08:02 07/17 07/17/17
Dominion Diamond to be acquired by The Washington Cos for $14.25/share in cash
Dominion Diamond and The Washington Companies, a group of privately held North American mining, industrial and transportation businesses founded by industrialist and entrepreneur Dennis R. Washington, announced that they have entered into an arrangement agreement under which an entity affiliated with Washington will acquire all of Dominion's outstanding common shares for $14.25 per share in cash or a total equity value of approximately $1.2B pursuant to a plan of arrangement under the Canada Business Corporations Act. The transaction represents a 44% premium to Dominion's unaffected share price of $9.92 on March 17, 2017. The transaction marks the result of Dominion's review of strategic alternatives as previously announced on March 27, 2017. The Board of Directors of Dominion, after consultation with financial and legal advisors, and based on the recommendation of a special committee of the Board consisting of four independent directors, has unanimously determined that the Arrangement is in the best interests of the Company, approved the Arrangement and recommends that Dominion's shareholders vote in favor of the Arrangement. All directors of the Company have entered into support agreements to vote their common shares in support of the Arrangement. As part of this acquisition, Washington plans to: Operate Dominion as a standalone business as Washington does with its other successful operating companies; Appoint a new CEO based in Canada to the Dominion management team; Keep Dominion's headquarters in Canada and maintain a significantly Canadian management team.