Nelson José Guitti Guimarães CFO and Investor Relations Officer MMX Mineração e Metálicos S.A. Luiz Rodolfo Landim Machado Investor Relations Officer IronX Mineração S.A.Anglo American Participações em Mineração Ltda.
MMX Mineração e Metálicos S.A. -- Notice to Investors
| Source: MMX
RIO DE JANEIRO, BRAZIL--(Marketwire - August 5, 2008) - MMX MINERAÇÃO E METÁLICOS S.A.
("MMX" or the "Company") (BOVESPA: MMXM3) (TSX : XMM ), IRONX MINERAÇÃO S.A.
("IronX") (BOVESPA: IRON3), and ANGLO AMERICAN PARTICIPAÇÕES EM MINERAÇÃO
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.