Golden Minerals Company

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ECU has released their Management Circular and identified several key reasons why they believe this merger with Golden Minerals should proceed and how it benefits ECU shareholders. Below are some of the key components.

Reasons for the Arrangement

In the course of their evaluation of the Arrangement, the ECU Board consulted with ECU’s senior management, legal counsel, the Financial Advisor and the Fairness Advisor, reviewed a significant amount of information and considered a number of factors which show compelling business reasons for the Arrangement, including, among others, the following:

· Review of Strategic Alternatives. The Arrangement was arrived at following an extensive review of strategic alternatives which was conducted with the assistance of the Financial Advisor, including considering a range of potential transactions with a number of possible counterparties identified by the Financial Advisor and agreed to by ECU.

· The Arrangement creates a combined company with greater scale and financial strength and an enhanced capital markets profile:

- the Combined Company is expected to have sufficient cash to advance expansion plans at the Velardeña District Properties and the continued development of the El Quevar Project;

- the Combined Company’s basic market capitalization will be over US$600 million, based upon the closing trading prices of ECU and Golden as at June 23, 2011, with an expected increased liquidity profile on both the NYSE Amex and the TSX; and

- the Combined Company’s increased scale is expected to improve access to global capital markets to assist future growth efforts.

· The Arrangement combines complementary management teams with proven track records of success to enhance and expand the existing portfolio of combined assets:

- Golden’s management team has strong expertise and a proven track record in mine building and operations, which can be leveraged in order to seek to optimize and potentially expand the Velardeña District Properties mining operations;

- ECU has an operations team totalling nearly 500 people that can operate mines and mills in Mexico as required by the planning team;

- ECU’s exploration expertise is expected to further enhance exploration efforts at the El Quevar Project, the Zacatecas Project and other drill testing projects across South America; and

- the Combined Company will have a large portfolio of projects which, combined with enhanced scale and broader reach, will create opportunities for growth in existing and new jurisdictions.

· The Arrangement increases leverage to precious metals with significant base metals credits:

- the Combined Company will have combined measured mineral resources and indicated mineral resources of approximately 25 million ounces silver, 0.3 million ounces gold, 26 million pounds lead and 37 million pounds zinc;

- the Combined Company will have combined inferred mineral resources of approximately 187 million ounces silver, 2 million ounces gold, 1 billion pounds lead and 1 billion pounds zinc; and

- the Combined Company will have opportunities to expand its current resource base in Mexico, Argentina and Peru.

· The Arrangement creates a new leading junior silver mining company with an attractive portfolio of assets consisting of:

- the silver, gold and base metals mining operations in the Velardeña Mining District;

- the advanced exploration-stage El Quevar Project in the Salta Province, Argentina;

- the advanced exploration-stage Zacatecas Project in Zacatecas, Mexico;

- a number of drill testing projects in Peru (Cochabamba, Jehuamarca), Mexico (La Pinta) and Argentina (Atlas); and

- a large portfolio of approximately 40 exploration properties in the reconnaissance/target delineation stage located primarily in South America.

· Continued Participation by ECU Shareholders in Velardeña District Properties. ECU Shareholders, through their ownership of Golden Stock, will continue to participate in any value increases associated with the Velardeña District Properties.

· Increased Portfolio of Silver Assets. The Arrangement continues the strategy to which ECU Security holders are currently exposed of building a portfolio of quality silver producing assets in low political risk jurisdictions.

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City
Toronto
Rank
President
Activity Points
3315
Rating
Your Rating
Date Joined
01/06/2008
Social Links
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Golden Minerals Company
Symbol
AUM
Exchange
TSX
Shares
76,690,000
Industry
Metals & Minerals
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