| Fri 15 Mar 2002, 0:00 | | Anglo American Plc - Joint Cash Offer By Mondi In |
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International B.V. and LR Investments B.V. for La Rochette
ANGLO AMERICAN PLC
JSE Code: AGL
ISIN Code: GB0004901517
Joint cash offer by Mondi International S.A., Saica International B.V. and
LR Investments B.V. for La Rochette
- On January 2nd, 2002, Mondi International S.A., a wholly owned subsidiary
of Anglo American plc, filed a cash offer for La Rochette with the French
market authorities. On January 21st, 2002, Saica International B.V., a
wholly owned subsidiary of the Spanish group Saica, filed a competing cash
offer to that of Mondi International S.A. The closing date for both offers
was set for March 25th, 2002.
- The Mondi and Saica groups have now filed an increased joint cash offer
for La Rochette with the French market authorities in order to pursue their
respective European developments. LR Investments B.V., a Dutch company
equally controlled by Mondi and Saica, will acquire the La Rochette
securities tendered to the offer.
- The terms of the joint offer are the following:
* a price of 12.24 euros per share;
* a price of 13.47 euros per 4.5% 1988/2003 convertible bond;
* an acceptance condition set at 50.001% of the fully diluted share
capital and voting rights of La Rochette, taking into account the 22.27%
share of the capital representing 20.10% of the voting rights already
acquired by Saica International B.V. on December 21st, 2001.
On the basis of 25.9 million shares representing the current share
capital of La Rochette, the proposed offer values La Rochette at 317
million euros.
- Should the offer be successful, Mondi will buy from La Rochette its UK
businesses (Hypac), the Durtal and La Rochette (Savoy) box plants and all of
the sheet plants in France and Belgium. Mondi shall thus strengthen its
presence in the European market. On completion of the transaction, Saica
will take control of La Rochette, and plans to form an enlarged business
with its existing French corrugated packaging assets.
- The value of the assets to be sold to Mondi has been set at approximately
117 million euros. This value may be adjusted, depending mainly on the
2000/2001 performance of certain assets and their net cash or financial debt
position as at December 31st, 2001. The disposal of these assets will take
place as early as possible, and at the latest by June 30th, 2003.
- The envisaged transaction will allow Saica and Mondi to expand their
respective coverage of the French market. Therefore Saica, whose presence is
significant in the South and in the West, will be able to extend its
presence into the North of France. Mondi, which mainly operates in the
North, will be able to develop into the South and the West.
- The proposed public offer has been submitted for approval to the Conseil
des marches financiers and the draft offering prospectus has been submitted
to the Commission des operations de bourse.
Enquiries:
Societe Generale (for SAICA)
Jacques Bitton / Laurent Meyer +33 1 42 14 59 43
Brunswick (for Mondi)
Andrew Dewar +33 1 53 96 83 83
Patricia Perrier +33 1 53 96 83 83
Rothschild & Cie Banque (for Mondi)
Eric Toulemonde +331 40 74 40 74
Note for Editors:
SAICA (Sociedad Anonima Industrias Celulosa Aragonesa) is a family-owned
group whose capital has been held by the founders and their families since
its creation in 1943. Saica, whose estimated turnover in 2001 is 882 million
euros, is the Spanish leader in the corrugated packaging sector and fourth
in Europe for corrugated packaging paper.
Mondi encompasses the Forest Product activities of Anglo American. Mondi
generated a consolidated turnover of US$ 4.2 billion in 2001 and an
operating profit of US$ 522 million. Mondi is an international, integrated
forest products and packaging group. Mondi has operations and interests in
Europe and South Africa. Mondi's main activities are corrugated packaging,
industrial sacks and graphic paper. Mondi has around 115 plants throughout
Europe and is operating under the brands of:
- Mondi Packaging for corrugated packaging
- Frantschach for industrial sacks, barrier coated paper and flexible
packaging
- Neusiedler for uncoated woodfree paper
Mondi also holds a 50% stake in Aylesford Newsprint.
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