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TORONTO, ON and PERTH, Australia, Feb. 28 /CNW/ - Equinox Minerals
Limited (TSX and ASX: EQN) ("Equinox" or the "Company") announced today
that it will make an offer to acquire Lundin Mining Corporation
("Lundin") for approximately C$4.8 billion in cash and shares (the
"Offer").


Under the terms of the Offer, Equinox proposes to acquire all of the outstanding common shares of Lundin for a
combination of cash and Equinox shares for a total consideration value
of C$8.10 per Lundin share. Each Lundin shareholder can elect to
receive consideration per Lundin share of either C$8.10 in cash or
1.290

3 Equinox shares plus $0.01 for each Lundin share, subject to a pro-ration
based on a maximum cash consideration of approximately C$2.4 billion
and maximum number of Equinox shares issued of approximately 380
million. The Offer reflects a 26% premium to the closing price of
C$6.45 per Lundin share on the TSX on February 25, 2011.


The Offer is consistent with Equinox's strategy of becoming the leading
global pure copper growth company. Equinox believes that the
combination of Equinox's and Lundin's world-class asset portfolios will
position the combined company to deliver significant value to its
shareholders through its superior leverage to near-term strength in
copper prices and strong growth profile. The combined group will have
an outstanding production growth profile relative to the global copper
sector, with a targeted 23% compound annual growth rate in production
over the next six years, culminating in planned production of
approximately 500,000 tonnes of copper per annum by 2016. Growth would
be delivered entirely from lower risk expansions of existing operations
and a project currently under construction.


The combination of Equinox and Lundin will also deliver a significantly
higher copper production profile over the next six years compared to
the profile of a combined Lundin and Inmet Mining Corporation
("Inmet"), delivering approximately 500,000 tonnes of incremental
copper over this period. This allows shareholders of both companies to
increase their leverage to the anticipated near term strength in copper
prices.


Equinox President and Chief Executive Officer, Craig Williams, said "This Offer is clearly superior to the nil-premium merger proposed
between Lundin and Inmet. We also believe that our Offer presents an
attractive option for Lundin shareholders to elect to receive cash or
retain exposure to what we believe would be one of the strongest and
lowest risk production and growth profiles in the copper sector today."



Highlights of the transaction



A fully funded C$4.8 billion cash and share Offer for Lundin that
demonstrates Equinox's capability to identify and pursue opportunities
that deliver on our goal of becoming the leading global pure copper
company.






The Offer reflects a 26% premium over the closing price for Lundin
shares on February 25, 2011, and therefore represents a clearly
superior offer for Lundin shareholders than the recommended Lundin and
Inmet nil-premium merger.






Shareholders of both companies benefit from superior leverage to the
near-term copper price cycle.






Cements Equinox's position as a leading global pure copper company with
a diversified portfolio of world class assets and an outstanding growth
pipeline.






The transaction will be immediately accretive for Equinox shareholders on a cash flow and earnings per share basis.



Equinox Chairman, Peter Tomsett, said "The Offer which seeks to combine the world class assets of the two
companies demonstrates Equinox's capability to identify and pursue
opportunities that present a strong strategic fit with our goal to
become the world's leading pure play copper company."


Having taken Lumwana from an exploration project to one of the world's
most significant new copper mines over the last 10 years and having
successfully acquired the Citadel Resource Group, Equinox strives to
continue to deliver shareholder value by building a portfolio of
quality assets with embedded growth.


Equinox President and Chief Executive Officer, Craig Williams, said "The combination of the assets of Equinox and Lundin will constitute one
of the most attractive and highest quality asset portfolios in the
copper sector. The combination of those assets plus the significant
near term expansion potential within the portfolio and the highly
prospective exploration upside in the world's key emerging copper
regions constitutes a combined company that will be one of the world's
premier copper companies".


The combined company will consist of five substantial producing
operations by mid 2012, providing significant geographic and copper
production diversity. Equinox operates the Lumwana mine in Zambia
(100%) and is currently constructing the Jabal Sayid project in Saudi
Arabia (100%). Lundin's assets include the Tenke Fungurume copper mine
(24%) in the Democratic Republic of the Congo, Neves-Corvo in Portugal
(100%) and Zinkgruvan in Sweden (100%).


Equinox strongly believes that the Offer will be very attractive to
Lundin shareholders and clearly preferable to a nil-premium merger
which carries increased development and financing risk. Accordingly,
the Equinox board determined to announce the Offer to enable Lundin's
shareholders to consider this highly attractive alternative prior to
the proposed shareholder vote on the nil-premium merger with Inmet
scheduled for March 14, 2011.


Funding


The cash consideration of Equinox's Offer is financed through a US$3.2
billion bridge facility being led by Goldman Sachs Lending Partners and
Credit Suisse Securities. Equinox expects the financial strength of the
combined company to allow it to return to a net cash position within
four years based on current analyst consensus copper price forecasts.


Equinox intends to refinance the bridge facility through a combination
of medium and long term debt instruments. Equinox has no plans to
undertake an equity raising as part of the refinancing of the bridge.


The Offer


Full details of the Offer will be included in the formal offer and
take-over bid circular to be mailed to Lundin shareholders. Equinox
expects to formally commence the Offer and mail the offer and circular
to shareholders in the coming days.


The Offer will be subject to certain conditions including, without
limitation, termination of the existing Lundin-Inmet Arrangement
Agreement in accordance with its terms, and a simple majority approval
of Equinox shareholders of the issuance of the Equinox shares to be
issued under the Offer at a meeting of Equinox shareholders that Equinox expects to occur in early to mid April. Other
conditions will include acceptance of the Offer by Lundin shareholders
owning not less than two-thirds of Lundin's shares outstanding on a
fully-diluted basis, and receipt of applicable regulatory approvals,
and other customary unsolicited offer conditions.


Advisors and counsel


Goldman, Sachs & Co. is acting as lead financial advisor to Equinox and
TD Securities Inc. is acting as joint financial advisor to Equinox.
Equinox's legal counsel is Osler, Hoskin & Harcourt LLP.


North American/European Investment market call and webcast


Equinox will host an analyst and investor conference call and webcast on
February 28, 2011 at 10:00am Canadian/US Eastern Standard Time, 3:00pm
London Time and 4:00pm Stockholm Time.


Australian/Asian Investment market call and webcast


Equinox will host an analyst and investor conference call and webcast on
March 1, 2011 at 9:30am Australian Eastern Daylight Savings Time and
6:30am Perth and Hong Kong Time.


For dial in details please see Appendix A to this announcement.


About Equinox


Equinox Minerals Limited is an international mining company dual-listed
on the Canadian (Toronto) and Australian stock exchanges.


The Company is currently focused on operating its 100% owned large scale
Lumwana Copper Mine in Zambia and construction of the Jabal Sayid
Copper-Gold project in Saudi Arabia.


Equinox acquired the Lumwana project in 1999 and following nearly 10
years of feasibility, financing and construction, commissioned the
mine, plant and infrastructure in December 2008. Situated 220
kilometres northwest of the Zambian Copperbelt, Lumwana is now a major
copper mine which has established Equinox as one of the world's top 20
copper producing companies.


Equinox recently acquired the Jabal Sayid project as the project entered
the construction phase with first production scheduled for 2012. Jabal
Sayid is located within the Arabian Shield minerals province, 350
kilometres north-east of the Red Sea port city of Jeddah, the
commercial capital of Saudi Arabia, and 120 kilometres south-east of
Medina.


For information on Equinox and technical details on the Lumwana and
Jabal Sayid projects please refer to the company website



Cautionary Notes


Forward-Looking Statements

Certain information contained or incorporated by reference in this press
release, including any information as to the Company's strategy,
projects, plans, prospects, future outlook, anticipated events or
results or future financial or operating performance, constitutes
"forward-looking statements" within the meaning of Canadian securities
laws. All statements, other than statements of historical fact, are
forward-looking statements. Forward-looking statements can often, but
not always, be identified by the use of words such as "plans",
"expects", "budget", "scheduled", "estimates", "forecasts", "intends",
"anticipates", "predicts", "potential", "continue" or "believes", or
variations (including negative variations) of such words; or statements
that certain actions, events or results "may", "could", "would",
"should", "might", "potential to", or "will" be taken, occur or be
achieved or other similar expressions concerning matters that are not
historical facts. All statements regarding production estimates or
expectations constitute forward-looking statements. Readers are
cautioned that forward-looking statements are not guarantees of future
performance. All of the forward-looking statements made or incorporated
in this press release are qualified by these cautionary statements.


Forward-looking statements are necessarily based on a number of factors,
estimates and assumptions that, while considered reasonable by Equinox
(the "Company") as of the date of such statements, are inherently
subject to significant business, economic and competitive uncertainties
and contingencies. Such factors, estimates and assumptions of the
Company contained in this news release include, but are not limited to:
(i) the assumption that the Company will acquire 100% interest in
Lundin through the Offer (ii) the accuracy of management's assessment
of the successful integration of the combined companies upon completion
of the Offer; (iii) the accuracy of management's expectations of growth
and production upon completion of the Offer; (iv) the viability of
Lundin's assets and projects on a basis consistent with the
management's current expectations; (vi) management's expectation of
there being no significant risks relating to the Company's or Lundin's
mining operations, including political risks and instability and risks
related to international operations; (vii) management's expectations of
permitting, development and expansion at the Company's existing
properties; (viii) the Company's ability to secure the necessary
financing on acceptable terms to the Company; and (ix) copper prices
remaining at or above current analyst consensus estimates for the next
four years. While the Company considers these assumptions to be
reasonable based on information currently available to it, they may
prove to be incorrect.


Readers are also cautioned that forward-looking statements involve known
and unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of Equinox and/or its
subsidiaries to differ materially from those expressed or implied in
the forward-looking statements, including the risk that the Offer will
not be completed for any reason. Certain of these risks and
uncertainties are described in more detail in the Company's Annual
Information Form dated March 15, 2010 and in the Company's most
recently filed Management's Discussion and Analysis, to which readers
are referred and which are incorporated by reference in this news
release. The Company's Annual Information Form and its most recently
filed Management's Discussion and Analysis are available on SEDAR and on the Company's website.


Although Equinox has attempted to identify statements containing
important factors that could cause actual actions, events or results to
differ materially from those described in forward-looking information,
there may be other factors that cause actions, events or results to
differ from those anticipated, estimated or intended. Forward-looking
information contained herein are made as of the date of this document
based on the opinions and estimates of management on the date
statements containing such forward looking information are made, and
Equinox disclaims any obligation to update any forward-looking
information, whether as a result of new information, estimates or
opinions, future events or results or otherwise. There can be no
assurance that forward-looking information will prove to be accurate,
as actual results and future events could differ materially from those
anticipated in such information. Accordingly, readers should not place
undue reliance on forward looking information.


The information in this announcement concerning Lundin and Lundin's
assets and projects is based on publicly available information and has
not been independently verified by Equinox.






APPENDIX A - INVESTMENT MARKET CALLS & WEBCASTS


North American/European Investment market call and webcast




Date:


Monday, 28 February, 2011










Time:


10:00 HRS (Canadian/US Eastern Standard Time)






15:00 HRS (London time)






16:00 HRS (Stockholm time)






02:00 HRS (Sydney / Melbourne time - Tuesday, 1 March 2011)










Webcast:


The Company's website at





Australian/Asian Investment market call and webcast




Date:


Tuesday, 1 March, 2011










Time:


09:30 HRS (Sydney / Melbourne time)






06:30 HRS (Hong Kong time)






17:30 HRS (Toronto/New York time - Monday, 28 February 2011)










Webcast:


The Company's website at









For further information:

For further information please contact: Investors and analysts Media - Australia
Craig R Williams President and Chief Executive Carl Hallion VP Business Development Len Eldridge Head of Investor Relations Phone: Canada: +1 416 865 3393 Australia: +61 8 9322 3318 Email: equinox@equinoxminerals.com The Information Agent: Kingsdale Shareholder Services Inc. North America Phone: 1-888-518-1558 Outside North America call collect +1 416 867 2272 Email: contactus@kingsdaleshareholder.com Michael Vaughan/Andrew Stokes FD Phone +61 (0) 2 8298 6100 Email: michael.vaughan@fd.com andrew.stokes@fd.com Media - North America John Lute Lute and Company Phone: +1 416 929 5883 Email: jlute@luteco.com Media - Zambia Nathan Chishimba Lumwana Mining Company Phone: +260 211 257 643 Email: nathan.chishimba@lumwanamine.com