Monday, September 18, 2006

Western Copper Corp. has agreed to acquire mineral exploration company Lumina Resources Corp. in a share-swap valued at about $26-million, Lumina announced Monday.

Lumina shareholders will receive one share of Western Copper for each Lumina share. The company said the transaction represents about a 66-per-cent premium to Lumina's closing price Friday of 72 cents on the Toronto Stock Exchange, and about a 63-per-cent premium to Lumina's 20-day average closing price. Western Copper's stock closed Friday at $1.20 on the TSX.

The boards of both companies unanimously approved the deal. The transaction is subject to completion of a definitive agreement, approval by Lumina shareholders and the Supreme Court of British Columbia, and receipt of regulatory approval. Lumina expects the transaction to close in late November or early December.

Officers and directors of Lumina, who together hold about 29.5 per cent of Lumina's stock, have entered lock-up and support agreements to vote in favour of the transaction. Lumina has also agreed to pay Western Copper a termination fee, equal to 3 per cent of Lumina's market capitalization, if the transaction is not completed because Lumina accepts a superior offer from a competing bidder.

Ross Beaty, Lumina's chairman, Ross Beaty, will become co-chairman of Western Copper following the transaction.

Western Copper's main holding is the Carmacks copper oxide project, about 200 kilometres north of Whitehorse, Yukon, which is currently undergoing a feasibility study. The company has targeted receipt of regulatory approval in the first quarter of 2007. Mine construction is targeted to begin during the second quarter of 2007.

Lumina owns the Casino copper-gold-molybdenum project in the Yukon, the Hushamu copper-gold project on north Vancouver Island and the Redstone copper-silver project in the Northwest Territories.

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