CMC to Review Unsolicited Letter from Carl Icahn
11/29/2011 - Commercial Metals comments on the open letter released to the press by Carl Icahn proposing to acquire all outstanding common shares of Commercial Metals at a price of $15.00 per share.
Commercial Metals Co. acknowledged the open letter released to the press by Carl Icahn proposing to acquire all outstanding common shares of Commercial Metals at a price of $15.00 per share.
The company said its Board of Directors would review the letter in consultation with its independent financial and legal advisers and determine a response in the best interests of the company and its stockholders. The company noted that stockholders do not need to take any action, since Icahn's letter does not constitute a formal offer.
The company noted that it continues to make significant progress on many key fronts to enhance performance and position CMC for future success, showing improved financial results in fiscal 2011. Several actions taken by the company over the past few years that have contributed to positive results include realignment of its Americas operations; the exit of certain non-core businesses, such as its joist and deck and heavy forms rental business; a broad reduction in cost structure; and the optimization of its overall product mix.
More recent actions the company has taken to position it for when the global economy and market conditions improve have included:
- The October decision to exit its Croatian operation
- Restructuring of the fabrication business, with plans to close five rebar fabricating locations
- Further global headcount reductions
- Rationalization of eight construction services locations
The company noted that it has added four new directors to its Board over the past two years and last week disclosed that it has appointed another new independent director. The company also implemented a planned senior leadership transition process whereby Joe Alvarado succeeded Murray McClean as CEO effective September 1, 2011, and the company hired industry veteran Barbara Smith as its new Chief Financial Officer.
Goldman, Sachs & Co. is serving as the company’s financial adviser, and Sidley Austin LLP is legal adviser.
Commercial Metals Company and subsidiaries manufacture, recycle and market steel and metal products, related materials and services through a network including steel minimills, steel fabrication and processing plants, construction-related product warehouses, a copper tube mill, metal recycling facilities and marketing and distribution offices in the United States and in strategic international markets.
