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中信资源(01205):AWC与Alcoa已于2月26日订立交易程序及独家契据

CITIC Resources (01205): AWC and Alcoa signed a transaction procedure and exclusive agreement on February 26

Zhitong Finance ·  Feb 26 21:08

CITIC Resources (01205) announced that the Group holds Alumina Limited (AWC)...

According to Zhitong Finance App, CITIC Resources (01205) announced that the Group holds 9.6117% of Alumina Limited (AWC)'s shares, a leading Australian company listed on the Australian Stock Exchange (stock code: AWC). The Group's investment in AWC is recorded as an associated company of the Group. The Group also has global interests in bauxite mining, alumina refining and selected aluminum smelting operations through AWC's 40% ownership of Alcoa World Alumina and Chemicals Joint Venture (AWAC), the world's largest alumina producer. AWAC's joint venture partner and operator is Alcoa Corporation (Alcoa), whose shares are listed on the New York Stock Exchange (stock code: AA).

The Board of Directors of the Company took note of the announcement issued by AWC on February 26, 2024 relating to a non-binding, indicative and conditional offer by Alcoa to acquire 100% of AWC's issued common shares through a plan arrangement at the cost of 0.02,854 common shares of AWC shares per AWC share.

As disclosed in the AWC announcement (among others), based on the closing price of ALCOA and AWC shares on February 23, 2024 and the current AUD/USD exchange rate of 0.656, the non-binding offer represents a 13.1% premium over AWC's share price on February 23, 2024.

The company learned from the AWC announcement that the AWC board of directors has confirmed that its independent non-executive director, managing director and CEO intend to recommend that AWC shareholders vote in favor of the non-binding offer without a better plan after concluding the final transaction documents, and that independent experts determine (and continue to determine) that the non-binding offer is in the best interests of AWC shareholders.

Furthermore, as disclosed in the AWC announcement, AWC and Alcoa entered into a transaction procedure and exclusive agreement on February 26, 2024, granting Alcoa an exclusive period of 20 business days.

The non-binding offer is subject to negotiation and signing of a final transaction document satisfactory to both parties. It is expected to meet customary conditions and obtain regulatory approval, including shareholder approval from AWC and Alcoa. It is uncertain whether a non-binding offer will result in a binding takeover offer against AWC.

The translation is provided by third-party software.


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