MMX Mineração e Metálicos S.A. -- Notice to Investors
06 August 2008 - 8:54AM
Marketwired
MMX MINERA��O E MET�LICOS S.A. ("MMX" or the "Company") (BOVESPA:
MMXM3) (TSX: XMM), IRONX MINERA��O S.A. ("IronX") (BOVESPA: IRON3),
and ANGLO AMERICAN PARTICIPA��ES EM MINERA��O LTDA. ("Anglo
American"), in accordance with article 157 of Brazilian Law No.
6.404/76 and CVM Instruction No. 358/02, both as amended, and in
furtherance to the information disclosed in the Notice to Investors
published on July 28, 2008, hereby announce that, on the date
hereof, Anglo American has acquired all shares of IronX directly
owned by Mr. Eike Batista and certain other selling shareholders
related to Mr. Eike Batista (the "Acquisition").
Anglo American is wholly-owned by Anglo American plc, being part
of 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 and diamonds, with
significant interests in coal, base and ferrous metals, as well as
in the industrial minerals business. The Anglo American Group is
geographically diverse, with operations in Africa, Europe, South
and North America, Australia and Asia.
As a result of the Acquisition, Anglo American purchased, in
cash, from Mr. Eike Batista and the other selling shareholders,
193.462.160 common shares representing 63.3% of IronX's capital
stock for an amount of approximately R$5.4billion, representing a
price of R$28.147 per common share of IronX.
Once the Acquisition has resulted in the transfer of control of
IronX, Anglo American will launch a tender offer for the common
shares held by the remaining IronX shareholders, in accordance with
the terms and conditions of article 254-A of the Brazilian
Corporate Law, CVM Instruction No. 361 and item 8.1 of the Rules of
the Novo Mercado issued by Bovespa (the "Tag-Along Offer"), at the
same IronX price-per-share paid to Mr. Eike Batista and the other
selling shareholders. The total purchase, including the
Acquisition, for 100% of the outstanding shares of IronX, if the
Tag-Along Offer is successful, will amount to approximately R$8.6
billion.
Furthermore, according to a formal communication filed by Anglo
American at the headquarters of the Company on March 31st, 2008,
Anglo American intends to implement, concurrently to the Tag-Along
Offer, a public offer to delist IronX and to withdraw IronX from
the Novo Mercado segment of the Bovespa (the "Delisting Offer"). If
the valuation made according to the laws and regulations applicable
to the Delisting Offer reaches an amount per-share that is higher
than the per-share price paid to Mr. Eike Batista and the other
selling shareholders, Anglo American will decide whether or not to
proceed with the Delisting Offer. If Anglo American decides not to
proceed with the Delisting Offer it will nevertheless maintain and
implement the Tag-Along Offer.
To this extent, the current management of IronX has called an
extraordinary shareholders' meeting to be held on August 18th,
2008, which will decide upon, amongst other things, the (i)
delisting of IronX from the Novo Mercado segment, and the (ii)
engagement of the financial institution or specialized firm
responsible for the preparation of the valuation report of the
economic value of the shares of the Company.
Further information may be obtained upon request to the
following emails addresses: ri@mmx.com.br or ri@ironx.com.br.
Nelson Jos� Guitti Guimar�es
CFO and Investor Relations Officer
MMX Minera��o e Met�licos S.A.
Luiz Rodolfo Landim Machado
Investor Relations Officer
IronX Minera��o S.A.
Anglo American Participa��es em Minera��o Ltda.
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