The Washington Companies Make All-Cash Proposal to Acquire Dominion Diamond Corporation for US$13.50 Per Share - From http://www.businesswire.com/news/home/20170319005058/en/Washington-Companies-Disclose-All-Cash-Proposal-Acquire-Dominion
Washington made it clear to Dominion that, while it would agree to certain standstill restrictions, under no circumstances would it agree to be restricted from publicly disclosing its proposal if the parties could not come to a definitive agreement.
We have the resources to fund the Proposed Transaction from existing liquidity.
As noted above, the making of a binding proposal to complete the Proposed Acquisition would be subject to: (a) negotiation of a mutually satisfactory binding Acquisition Agreement and related documentation with standard representations, warranties, conditions and other provisions; and (b) completion of confirmatory due diligence, including: site visits, meeting with management and customary operational, financial, legal and tax due diligence.
We are prepared to move expeditiously to complete our due diligence and to negotiate the definitive Acquisition Agreement within a 45-day confirmatory due diligence period, which would be extendable by 15 days if we are still working in good faith to negotiate the definitive Acquisition Agreement after 45 days, and to do so in a manner which would not be disruptive to the Company.
In particular, notwithstanding anything in this letter to the contrary, this letter is a statement of our intentions, shall be governed by and construed in accordance with the laws of the State of New York without regard to principles of conflict of laws, is not a legally binding agreement on Washington, and shall not give rise to any legal consequences in any respect.