Joint Announcement by Anglo American Plc, Evraz Group S.A. and Credit Suisse
July 14, 2006, Johannesburg — Anglo American plc («Anglo American»), Evraz Group S.A. («Evraz») and Credit Suisse («Credit Suisse») are pleased to announce that agreement has been reached in relation to the sale by Anglo American of its shares in Highveld Steel and Vanadium Corporation Limited («Highveld»). Evraz and Credit Suisse have each acquired 24.9% of Highveld’s share capital from Anglo American. These sales have closed.
Evraz has an option to increase its stake in Highveld once regulatory approvals are received, including from competition authorities in South Africa and elsewhere. Evraz intends to file for such regulatory approvals as soon as possible. Subject to Evraz receiving such regulatory approvals, Evraz will be entitled to purchase Anglo American’s remaining 29.2% shareholding as well as the 24.9% holding of Credit Suisse through separate option agreements. Should Evraz increase its interest beyond 35%, it will be obliged to make an offer to all shareholders of Highveld.
On implementation of the Anglo American option arrangement, the aggregate amount that will have been realised by Anglo American for its 79% interest in Highveld is R4,885m (US$678m converted to ZAR at R7.20/US$, the rate of exchange prevailing at the date of this announcement), equivalent to an average of R62.36 per Highveld share. This represents a 13% premium to the volume weighted average price of R55.15 per share for the
Anglo American and Credit Suisse have agreed that Anglo American will retain the voting rights in respect of the shares acquired by Credit Suisse. Anglo American will retain representatives on the Highveld board until such time as Anglo American disposes of all its shares in Highveld.
Evraz’s Chairman, Alexander Frolov, said: «Evraz has great confidence in the South African steel industry and is excited by its new investment in Highveld and by the outlook for steel and vanadium markets. The South African steel market is experiencing strong demand growth driven by an upswing in new mining, infrastructure and industrial projects. We have high expectations of Highveld’s internal growth plans for both its vanadium and steel businesses, including the expansion plan in excess of R1bn which will increase steel output by more than 20%. Evraz is committed to advancing black economic empowerment at Highveld.»
Tony Trahar, Chief Executive of Anglo American, said: «This represents another important step in the execution of the Group’s strategy as announced in October last year. This substantial foreign direct investment by Evraz and Credit Suisse in South Africa is a strong vote of confidence in the country’s prospects and will ensure that Highveld remains an efficient competitor in the South African and global markets.»
Citigroup has acted as exclusive financial adviser to Anglo American with respect to the transaction. Credit Suisse and ABN Amro have acted as joint financial advisers to Evraz.
Notes to editors:
Highveld Steel and Vanadium is a leading vanadium producer and also produces steel, ferroalloys, and carbonaceous products. Ore for the steelworks and Vanchem is obtained from Highveld’s Mapochs mine near Roossenekal in Mpumalanga. Hochvanadium is a wholly owned subsidiary in Austria which processes and sells vanadium products. Transalloys and Rand Carbide produce manganese alloys, ferrosilicon and carbonaceous products.
Anglo American plc is one of the world’s largest mining and natural resource groups. With its subsidiaries, joint ventures and associates, it is a global leader in platinum group metals, gold and diamonds, with significant interests in coal, base and ferrous metals, industrial minerals and paper and packaging. The group is geographically diverse, with operations in Africa, Europe, South and North America, Australia and Asia. (www.angloamerican.co.uk <http://www.angloamerican.co.uk >)
Evraz is one of the world’s largest vertically integrated steel and mining businesses with operations in Russia, Italy and the Czech Republic. Evraz has extensive experience and technical expertise in the production of steel and, in 2005, produced 13.9 million tonnes of crude steel. Evraz is listed on the London Stock Exchange with a market capitalisation close to $9bn. (www.evraz.com)
Credit Suisse. As one of the world’s leading banks, Credit Suisse provides its clients with investment banking, private banking and asset management services worldwide. Credit Suisse offers advisory services, comprehensive solutions and innovative products to companies, institutional clients and high-net-worth private clients globally, as well as retail clients in Switzerland. Credit Suisse is active in over 50 countries and employs approximately 40,000 people. Credit Suisse’s parent company, Credit Suisse Group, is a leading global financial services company headquartered in Zurich. Credit Suisse Group’s registered shares (CSGN) are listed in Switzerland and, in the form of American Depositary Shares (CSR), in New York. Further information about Credit Suisse can be found at www.credit-suisse.com.
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