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NEW YORK, N.Y., October 5, 1995 -- Southern Peru Copper Corporation ("SPCC") today announced it has filed with the Securities and Exchange Commission a registration statement relating to the proposed exchange by SPCC of its newly issued Common Stock for any and all of the outstanding "Labor Shares" of SPCC's Peruvian Branch. Two series of the Labor Shares (S-1 and S-2) currently are listed and traded on the Lima Stock Exchange. The proposed exchange would be on the basis of one share of common stock for four S-1 Labor Shares and one share of common stock for five S-2 Labor Shares. The difference in exchange ratios reflects the interest of the S-1 Labor Shares in undistributed earnings of the Branch generated prior to the issuance of the S-2 Labor Shares. The Labor Shares currently represent a 17.3% nonvoting interest in the Branch of SPCC which comprises substantially all of the operations of SPCC in Peru. SPCC currently owns an 82.7% interest in the Branch. Terms of the exchange require that a minimum of 50% of the outstanding Labor Shares be tendered for the exchange to be effective. SPCC intends to apply for a listing of its Common Stock on both the Lima Stock Exchange and the New York Stock Exchange. SPCC is currently owned by ASARCO Incorporated (NYSE:AR) (63%); a subsidiary of The Marmon Corporation (20.7%), and Phelps Dodge Overseas Capital Corporation (16.3%). None of the current shareholders will be offering shares. Goldman, Sachs & Co. are acting as dealer managers to SPCC in the transaction. SPCC owns and operates two mines, a smelter and a refinery in the southern region of Peru, employing approximately 5,400 people. In 1994, SPCC produced from its mines 267,800 short tons of copper, 3.0 million ounces of silver and 6.1 million pounds of molybdenum. A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. An application for the registration of these securities is expected to be made in Peru. This press release shall not constitute an offer to sell or the solicitation of an offer to buy such securities nor shall there be any sale of these securities in any State or country in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such State or country. |
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