Press release dated January 7, 2008
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
From: January 7, 2008
IVANHOE MINES LTD.
(Translation of Registrants Name into English)
Suite 654 999 CANADA PLACE, VANCOUVER, BRITISH COLUMBIA V6C 3E1
(Address of Principal Executive Offices)
(Indicate by check mark whether the registrant files or will file annual reports under cover of
Form 20-F or Form 40-F.)
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Form 20-F- o
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Form 40-F- þ |
(Indicate by check mark whether the registrant by furnishing the information contained in this form
is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.)
(If Yes is marked, indicate below the file number assigned to the registrant in connection with
Rule 12g3-2(b): 82- .)
Enclosed:
Press Release
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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IVANHOE MINES LTD.
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Date: January 7, 2008 |
By: |
/s/ Beverly A. Bartlett
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BEVERLY A. BARTLETT |
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Vice President &
Corporate Secretary |
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January 7, 2008
SouthGobi Energy Resources arranges C$80 million
financing to develop coal properties in Mongolia
Ivanhoe Mines to convert all convertible preferred shares and
convertible debt into common shares of SouthGobi
VANCOUVER, CANADA Peter Meredith, CEO of SouthGobi Energy Resources Ltd. (SGQ: TSX-V), and
John Macken, President and CEO of Ivanhoe Mines Ltd. (IVN: TSX, NYSE, NASDAQ), announced today that
SouthGobi Energy Resources has entered into an agreement with a German Institutional investor for a
placement of 10,000,000 common shares at C$8.00 per share, representing an aggregate offering
amount of C$80,000,000.
The proceeds from the offering will be used to finance initial development of an open-pit coal mine
at SouthGobis Ovoot Tolgoi coal project in southern Mongolia, 45 kilometres north of the border
with China, and for exploration and development of the companys other coal and mineral projects.
Funding also will be used for general corporate and administrative purpose. The financing is
subject to all necessary regulatory approvals, including approval of the TSX Venture Exchange. It
also is a condition of closing that SouthGobi file a prospectus to qualify the common shares
issuable in connection with the financing.
Pre-development of the Ovoot Tolgoi open-pit coal mine is scheduled to commence in the first
quarter of 2008 and shipping of coal to market from Ovoot Tolgoi is scheduled to start in the third
quarter of 2008. Capital costs to start production are estimated at approximately C$45 million.
SouthGobi recently announced that it has purchased a fleet of coal-mining equipment and in
December, 2007 auxiliary equipment and a temporary maintenance facility were delivered to the Ovoot
Tolgoi mine site. The remainder of the equipment is scheduled to start arriving in the coming
weeks.
Ivanhoe Mines to convert preferred shares and debt into equity
Coinciding with the financing, Ivanhoe Mines will convert 25,576,383 preferred shares, the total
sum of preferred shares held by Ivanhoe Mines, into common shares of SouthGobi Energy Resources on
a one-for-one basis. At SouthGobis request, Ivanhoe Mines also will convert approximately
C$29,874,455 of debt into 14,293,998 common shares of SouthGobi Energy Resources at a conversion
rate of C$2.09 per share.
2
The conversion ratio for preferred shares and debt held by Ivanhoe Mines was authorized in the coal
transaction, voted on and approved by minority shareholders on August 8, 2006.
At the closing of this offering, Ivanhoe Mines will own approximately 104,339,582 shares of
SouthGobi Energy Resources representing approximately 84% of the issued and outstanding common
shares. The institutional investor subscriptions will amount to approximately 8% of the issued and
outstanding common shares of SouthGobi Energy Resources.
SouthGobi has agreed to pay a fee equal to 3.5% of the gross proceeds to an arms-length third
party in connection with the financing.
About SouthGobi Energy Resources
SouthGobi Energy Resources is focused on exploration and development of its Permian-age
metallurgical and thermal coal deposits in Mongolias South Gobi Region to supply a wide range of
coal products and electricity to markets in Mongolia and China. The company is investigating the
implementation of clean-coal technologies in the development of coal power-generating capacity to
benefit all of its stakeholders.
The companys metals division is focused on the exploration and development of its copper and gold
projects in Mongolia and Indonesia.
Information contacts:
SouthGobi Energy Resources:
Investors: Steven Feldman/ Media Bob Williamson: +1 604 681-6799.
Website: www.southgobi.com
Ivanhoe Mines:
Investors: Bill Trenaman +1-604-688-5755.
Website: www.ivanhoemines.com
The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or
accuracy of this release.
Forward-Looking Statements: This document includes forward-looking statements. Forward-looking
statements include, but are not limited to, statements concerning the completion of the private
placement, the companys plans to develop the Ovoot Tolgoi Project in Mongolia, including timing of
completion of development and commencement of coal shipments to market and the estimated capital
cost of development of an open pit coal mine at Ovoot Tolgoi, and other statements that are not
historical facts. When used in this document, the words such as could, plan, scheduled,
estimate, expect, intend, may, potential, should, and similar expressions are
forward-looking statements. Although SouthGobi Energy Resources believes that the expectations
reflected in these forward-looking statements are reasonable, such statements involve risks and
uncertainties and no assurance can be given that actual results will be consistent with these
forward-looking statements. Important factors that could cause actual results to differ from these
forward-looking statements are disclosed under the heading Risk Factors in SouthGobi Energys
Managements Discussion and Analysis of Financial Condition and Results of Operations for the three
months ended September 30, 2007 and its Annual Information Form dated August 27, 2007, which are
available at www.sedar.com.