Chaparral Steel Company Board Expresses No Opinion on the Tender Offer by Gerdau Ameristeel Corporation for Chaparral's 10% Seni
2007年9月6日 - 7:21AM
PRニュース・ワイアー (英語)
MIDLOTHIAN, Texas, Sept. 5 /PRNewswire-FirstCall/ -- Chaparral
Steel Company (NASDAQ:CHAP) today announced that its Board of
Directors has elected to express no opinion and remain neutral
toward the offer by Gerdau Ameristeel Corporation on August 30,
2007 to purchase any and all of Chaparral's outstanding 10% Senior
Notes due 2013 and the related consent solicitation. The notes
tender offer and related consent solicitation are being conducted
in connection with Gerdau Ameristeel Corporation's previously
announced agreement to acquire Chaparral. (Logo:
http://www.newscom.com/cgi-bin/prnh/20050713/CHAPLOGO) Chaparral
indicated that its Board of Directors believes that each noteholder
should make its decision as to whether to tender on an individual
rather than a collective basis, based on that noteholder's
particular circumstances. Chaparral further indicated that its
Board believes the determination whether to tender is a financial
decision to be made by each noteholder, in consultation with the
noteholder's financial advisor, based on the terms of the offer
being made by Gerdau Ameristeel Corporation. For these reasons,
Chaparral believes that it is not appropriate for it to make a
recommendation to noteholders regarding the tender of their notes
and expresses no opinion as to the course of action that
noteholders should take. The announcements contained in this press
release were made pursuant to Rule 14e-2 under the Securities
Exchange Act of 1934. About Chaparral Chaparral Steel Company,
headquartered in Midlothian, Texas, is the second largest producer
of structural steel beams in North America. Chaparral is also a
supplier of steel bar products. In addition, Chaparral is a leading
North American recycling company. Additional information may be
found on Chaparral's web site at http://www.chapusa.com/. For
further information contact Cary D. Baetz at (972) 779-1032.
Additional Information and Where to Find It In connection with the
Agreement and Plan of Merger executed by Chaparral and Gerdau
Ameristeel Corporation, Chaparral filed a definitive proxy
statement with the Securities and Exchange Commission on Schedule
14A on August 10, 2007. INVESTORS AND SECURITY HOLDERS ARE STRONGLY
ADVISED TO READ THE PROXY STATEMENT, BECAUSE IT CONTAINS IMPORTANT
INFORMATION. Investors and security holders may obtain a free copy
of the proxy statement and other documents filed by Chaparral at
the Securities and Exchange Commission's Web site at
http://www.sec.gov/. The proxy statement and such other documents
may also be obtained free of charge by directing such request to
Chaparral Investor Relations, telephone (972) 779-1032 or on
Chaparral's web site at http://www.chapusa.com/. Participants in
the Solicitation Chaparral and its directors, executive officers
and certain other members of its management and employees may be
deemed to be participants in the solicitation of proxies from its
stockholders in connection with the proposed transaction.
Information regarding the interests of such directors and executive
officers and information concerning all of Chaparral's participants
in the solicitation are included in the proxy statement. The proxy
statement is available free of charge at the Securities and
Exchange Commission's Web Site at http://www.sec.gov/ and from
Chaparral Investor Relations, telephone (972) 779-1032 or on
Chaparral's web site at http://www.chapusa.com/. Certain statements
contained in this press release are "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act
of 1995. Such statements are subject to risks, uncertainties and
other factors, which could cause actual results to differ
materially from future results expressed or implied by such
forward-looking statements. In addition to those noted in the
statements themselves, any number of factors could affect actual
results, including, without limitation, the highly competitive
nature of the global steel industry and the availability of
competitive substitute materials; the cyclical nature of the steel
industry and the industries served by Chaparral and economic
conditions in North America and worldwide steel imports and trade
regulations; the substantial capital investment and maintenance
expenditures required in Chaparral's business; unexpected equipment
failures, transportation disruptions or production curtailments or
shutdowns; increases in the cost of steel scrap, energy and other
raw materials; the cost of compliance with environmental laws and
regulations; costs relative to competitors who have sought
bankruptcy protection; the deviation of actual results from
estimates made in the preparation of Chaparral's respective
financial statements; the loss of key employees, and the effects of
the consolidation of the steel industry. Any forward-looking
statements in this press release are based on current information
as of the date of this press release and Chaparral undertakes any
obligation to update any forward-looking statements to reflect new
information or future developments or events, except as required by
law. Cary D. Baetz Vice President and Treasurer 972.779.1032 Fax
972.779.1951 http://www.newscom.com/cgi-bin/prnh/20050713/CHAPLOGO
http://photoarchive.ap.org/ DATASOURCE: Chaparral Steel Company
CONTACT: Cary D. Baetz, Vice President and Treasurer of Chaparral
Steel Company, +1-972-779-1032, fax, +1-972-779-1951, Web site:
http://www.chapusa.com/
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