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11 February 2007
Hindalco Industries Ltd. and Novelis Inc.
announce an agreement for Hindalco's acquisition
of Novelis for nearly US$ 6 billion
Aditya Birla Group's Hindalco Industries Limited,
India's largest non-ferrous metals company, and
Novelis Inc. (NYSE: NVL) (TSX: NVL), the world's
leading producer of aluminium rolled products,
today announced that they have entered into a
definitive agreement for Hindalco to acquire Novelis
in an all-cash transaction which values Novelis
at approximately US$6 billion, including approximately
US $2.40 billion of debt. Under the terms of the
agreement, Novelis shareholders will receive US
$44.93 in cash for each outstanding common share.
Based in Mumbai, India, Hindalco is a leader
in Asia's aluminium and copper industries, and
is the flagship company of the Aditya Birla Group,
a $12 billion multinational conglomerate, with
a market capitalisation in excess of $20 billion.
Following the transaction Hindalco, with Novelis,
will be the world's largest aluminium rolling
company, one of the biggest producers of primary
aluminium in Asia, and India's leading copper
producer.
Mr. Kumar Mangalam Birla, Chairman of the Aditya
Birla Group, said, "The acquisition of Novelis
is a landmark transaction for Hindalco and our
Group. It is in line with our long-term strategies
of expanding our global presence across our various
businesses and is consistent with our vision of
taking India to the world. The combination of
Hindalco and Novelis will establish a global integrated
aluminium producer with low-cost alumina and aluminium
production facilities combined with high-end aluminium
rolled product capabilities. The complementary
expertise of both these companies will create
and provide a strong platform for sustainable
growth and ongoing success."
Acting Chief Executive Officer of Novelis, Mr.
Ed Blechschmidt, said, "After careful consideration,
the Board has unanimously agreed that this transaction
with Hindalco delivers outstanding value to Novelis
shareholders. Hindalco is a strong, dynamic company.
The combination of Novelis' world-class rolling
assets with Hindalco's growing primary aluminium
operations and its downstream fabricating assets
in the rapidly growing Asian market is an exciting
prospect. Hindalco's parent, the Aditya Birla
Group, is one of the largest and most respected
business groups in India, with growing global
activities and a long-term business view."
Mr. Debu Bhattacharya, Managing Director of Hindalco
and Director of Aditya Birla Management Corporation
Ltd., said, "There are significant geographical
market and product synergies. Novelis is the global
leader in aluminum rolled products and aluminum
can recycling, with a global market share of about
19 per cent. Hindalco has a 60 per cent share
in the currently small but potentially high-growth
Indian market for rolled products. Hindalco's
position as one of the lowest cost producers of
primary aluminium in the world is leverageable
into becoming a globally strong player. The Novelis
acquisition will give us immediate scale and a
global footprint."
The transaction has been unanimously approved
by the Boards of Directors of both companies.
The closing of the transaction is not conditional
on Hindalco obtaining financing.
The transaction will be completed by way of a
plan of arrangement under applicable Canadian
law. It will require the approval of 66.66 per
cent of the votes cast by shareholders of Novelis
Inc. at a special meeting to be called to consider
the arrangement followed by court approval. The
closing of the transaction will also be subject
to customary conditions including regulatory approvals,
and is expected to be completed during the second
quarter of 2007.
About Novelis
Novelis is the global leader in aluminium rolled
products and aluminium can recycling. The company
operates in 11 countries, has approximately 12,500
employees and reported $8.4 billion in 2005 revenue.
Novelis has the unrivaled capability to provide
its customers with a regional supply of technologically
sophisticated rolled aluminium products throughout
Asia, Europe, North America and South America.
Through its advanced production capabilities,
the company supplies aluminium sheet and foil
to the automotive and transportation, beverage
and food packaging, construction and industrial,
and printing markets. Visit www.novelis.com
About the Aditya Birla Group
The Aditya Birla Group is India's first truly
multinational corporation, with a workforce of
85,000 employees belonging to over 20 different
nationalities. Its 74 state-of-the-art manufacturing
units and service facilities span India, Thailand,
Laos, Indonesia, Philippines, Egypt, Canada, Australia,
China, USA, UK, Germany, Hungary and Portugal.
A premium conglomerate, the Aditya Birla Group
participates in wide range of market sectors including
viscose staple fiber, non-ferrous metals, cement,
viscose filament yarn, branded apparel, carbon
black, chemicals, fertilisers, sponge iron, insulators,
financial services, telecom, BPO and IT services.
Visit www.adityabirla.com
About Hindalco
Established in 1958, Hindalco is currently structured
into two strategic businesses, aluminium and copper,
with 2006 revenues of approximately $2.6 billion.
Hindalco's integrated operations and operating
efficiency have positioned the company as Asia's
largest integrated primary producer of aluminium
and among the most cost-efficient producers globally.
Its copper smelter is the world's largest custom
smelter at a single location. Hindalco stock is
publicly traded on the Bombay Stock Exchange (BSE)
and the National Stock Exchange of India Ltd (NSE).
Its current market capitalisation is US$ 4.3 billion.
Visit www.hindalco.com
For more information, contact:
Dr. Pragnya Ram,
Group Executive President,
Corporate Communications,
Aditya Birla Management Corporation Private Limited
Tel: 91-22-6652 5000 / 2499 5000
Fax: 91-22-6652 5741/ 42
Email: pragnya.ram@adityabirla.com
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