Dec 22 2009
Ausmelt Limited (ASX: AET) has received a third proposal to acquire up to 100% of the issued capital of the Company.
This latest proposal, from the Xiyang Group Co. Ltd ("Xiyang Group") of Haicheng City, Liaoning Province, China, is a non-binding indicative proposal (Indicative Proposal) and is subject to due diligence and Chinese government foreign exchange approvals.
While there is no certainty that this will result in an announcement of a further takeover bid for Ausmelt shares, the Indicative Proposal outlines a price of A$1.45 per Ausmelt share based on the publically available information regarding Ausmelt.
The Indicative Proposal indicates that if the Xiyang Group were to obtain its government approval for the transfer of funds and proceed with a takeover offer it would not be in a position to proceed until the end of January 2010.
The Xiyang Group is a private Chinese industrial company, established in 1988, based in the northern Chinese province of Liaoning. Xiyang Group is one of China's largest suppliers of magnetite products and also produces steel and fertiliser. The group also owns several steel mills and mining assets in North Korea and large iron ore deposits in Russia.
The Ausmelt Board is of the view that the Xiyang Group Indicative Proposal, which is subject to government approvals in regard to funding and also subject to due diligence, is not a "Superior Proposal" as defined under the Bid Implementation Agreement between Ausmelt and Outotec, notwithstanding that the Indicative Proposal offer price of A$1.45 is higher than the Outotec offer price of A$1.35.
Therefore, under the terms of the Bid Implementation Agreement, Ausmelt is precluded from entering into discussions or negotiations with Xiyang Group until such time as the Indicative Proposal becomes a formal binding offer.
The Ausmelt Board's recommendation of 21st December 2009 that Ausmelt shareholders accept the Outotec Takeover Offer, in the absence of a superior proposal, therefore remains unchanged.