Evraz Completes Tender Offer for Claymont Steel
01/18/2008 - Evraz Group SA completes its cash tender offer to purchase all outstanding shares of Claymont Steel Holdings common stock, with approximately 93.4% of the outstanding shares of Claymont Steel common stock tendered.
Evraz Group SA has successfully completed its cash tender offer to purchase all outstanding shares of Claymont Steel Holdings common stock. Evraz enacted the cash tender offer, which expired at midnight on January 16, through its wholly owned subsidiary Titan Acquisition Sub, Inc.
At the time of the offer’s expiration, Claymont Steel stockholders had tendered into the tender offer
16,415,722 shares of Claymont Steel common stock (excluding shares delivered pursuant to notices of guaranteed delivery), representing approximately 93.4% of the outstanding shares of Claymont Steel common stock. Evraz has accepted for payment all shares of Claymont Steel common stock that were validly tendered during the offer period.
In accordance with the previously announced merger agreement, Evraz now intends to effect a short-form merger. Each share of Claymont Steel common stock not accepted for payment in the tender offer (other than those as to which holders validly exercise dissenters' rights and those held by Evraz or Claymont Steel or their respective subsidiaries) would be converted in the merger into the right to receive $23.50 in cash, without interest thereon and less any applicable stock transfer taxes and withholding taxes. This is the same price per share paid during the tender offer.
Evraz intends to complete the short-form merger within the next several days.
Evraz Group SA, one of the largest vertically-integrated steel and mining businesses, produced 16.1 million tonnes of crude steel in 2006. Principal assets include three of the leading steel plants in Russia: Nizhny Tagil (NTMK) in the Urals region and West Siberian (Zapsib) and Novokuznetsk (NKMK) in Siberia, as well as Palini e Bertoli in Italy, Evraz Vitkovice Steel in the Czech Republic, and Evraz Oregon Steel Mills headquartered in the U.S. Its fast-growing mining businesses comprise Evrazruda, the Kachkanarsky (KGOK) and Vysokogorsky (VGOK) iron ore mining complexes, Yuzhkuzbassugol Co., and an equity interest in the Raspadskaya coal company. The mining assets enable Evraz Group to be a vertically-integrated steel producer. Evraz Group also owns and operates the Nakhodka commercial sea port, in the Far East of Russia. Evraz vanadium operations comprise Strategic Minerals Corp., USA, and Highveld Steel and Vanadium Corp., South Africa.
Claymont Steel manufactures and sells custom discrete steel plate in North America. Claymont Steel's headquarters and manufacturing facilities are located in Claymont, Delaware.
