MMX Mineração e Metálicos S.A.: Publicly Held Company Material Fact
| Source: MMX Mineracao e Metalicos S.A.
RIO DE JANEIRO, BRAZIL--(Marketwire - October 30, 2008) - MMX Mineração e Metálicos S.A.
("MMX" or "Companhia") (BOVESPA: MMXM3) (TSX : XMM ), in accordance with
article 157 of Brazilian Law No. 6.404/76 and CVM Instruction No. 358/02,
announces that it has determined to voluntarily delist its global deposit
receipts ("GDRs") from the Toronto Stock Exchange ("TSX"). The GDRs will
be delisted and will cease trading as of the close of trading on the TSX on
November 6, 2008.
The Company determined to enter the North American markets through a
listing of GDRs on the TSX in June of 2007 in order to better position
itself to raise capital in Canada, and take advantage of a broader
securityholder base and gain additional coverage and visibility from
specialized investors; however, the Company has not, to date, conducted any
offerings of its securities in Canada and has no intention of doing so in
the future.
Moreover, the majority of the Company's larger securityholders continue to
be those shareholders who purchased common shares of the Company on the
Company's 2006 initial public offering over the Bovespa in Brazil, and are
not securityholders that rely on the Company's listing on the TSX for the
purposes of trading in the Company's shares. Needless to say that the vast
majority of the Company's daily trading volume also takes place at the
Bovespa, with the TSX playing a minimum role to this extent.
Following delisting, the GDRs will continue to trade on the
over-the-counter market in the United States. Both prior to and following
the delisting, holders of GDRs will have the following options:
1. GDR holders may continue to hold GDRs through the Canadian Depository
for Securities (CDS) or the Depository Trust Company in the United States
(DTC) and trade over-the-counter in the United States;
2. GDR holders may sell their GDRs on the over-the-counter market in the
United States; or
3. Holders may surrender their GDRs to BNY for cancellation and receive
common shares in Brazil. In order for foreign investors (i.e.
non-Brazilian) to be issued common shares of MMX, they are required to open
an account with an appropriate financial institution in Brazil pursuant to
applicable laws and regulations.
If a holder chooses option 3 above, he or she will be required to comply
with Section 2.5 of the deposit agreement dated February 5, 2007 (the
"Deposit Agreement"), among the Company, The Bank of New York Mellon and
the owners of GDRs, a copy of which is available under the Company's SEDAR
profile at www.sedar.com and at the SEC website at www.sec.gov. In
summary, GDR holders will be required to surrender their GDRs to The Bank
of New York Mellon, DTC Account 2504, and provide delivery instructions for
the common shares of the Company to be issued and delivered to them in
Brazil in connection with the surrender of their GDRs. The instructions for
delivery of the common shares in Brazil must include the following: (a)
Custodian name; (b) CBLC account (Brazilian Clearing and Depository
Corporation); (c) Beneficiary name; and (d) Beneficiary account. The Bank
of New York Mellon will confirm receipt of the GDRs and will instruct the
Custodian to deliver the underlying common shares to the account specified
in the instructions received from the GDR holder. The holder of GDRs, or
his or her broker as the case may be, will be charged up to a maximum of
$0.05 per GDR surrendered to The Bank of New York Mellon.
For more information, please contact ri@mmx.com.br