TORONTO, Aug. 24 /PRNewswire-FirstCall/ - Gerdau
Ameristeel Corporation (TSX: GNA, NYSE: GNA) and Gerdau S.A.
(Bovespa: GGBR, NYSE: GGB, Latibex: XGGB) announced today that
Gerdau Ameristeel's shareholders passed a special resolution to
approve an arrangement under the Canada Business Corporations Act
involving, among other things, the acquisition by Gerdau S.A. of
all of the issued and outstanding common shares of Gerdau
Ameristeel not already owned, directly or indirectly, by it for
US$11.00 in cash for each common
share. The special resolution was approved by approximately 93% of
the votes cast by holders of common shares and approximately 74% of
the votes cast by "minority" holders of common shares (shareholders
other than Gerdau S.A. and its related parties) at Gerdau
Ameristeel's special meeting of shareholders. It is expected that
the arrangement will be completed in August
2010, following the receipt of court approval and the
satisfaction of other customary conditions.
About Gerdau S.A.
Gerdau S.A. is the leading producer of long steel in the
Americas and one of the world's largest suppliers of special long
steel. It has plants in 14 countries spanning the Americas,
Europe and Asia, with total installed capacity of more
than 25 million metric tons of steel. It is the largest recycler in
Latin America, transforming
millions of metric tons of scrap into steel every year. With over
140,000 shareholders, Gerdau S.A.'s publicly-held companies are
listed in the stock exchanges of São Paulo (Bovespa: GGBR4, GGBR3,
GOAU4, GOAU3 and AVIL3), New York
(NYSE: GNA, GGB), Toronto (TSX:
GNA), Madrid (Latibex: XGGB) and
Lima (BVL: SIDERC1).
About Gerdau Ameristeel
Gerdau Ameristeel is the second largest mini-mill steel producer
in North America, with annual
manufacturing capacity of approximately 10 million metric tons of
mill finished steel products. Through its vertically integrated
network of mini-mills, scrap recycling facilities and downstream
operations, Gerdau Ameristeel serves customers throughout
the United States and Canada. The Company's products are generally
sold to steel service centers, steel fabricators, or directly to
original equipment manufacturers for use in a variety of
industries, including non-residential, infrastructure, commercial,
industrial and residential construction, metal building,
manufacturing, automotive, mining, cellular and electrical
transmission and equipment manufacturing. Gerdau Ameristeel's
majority shareholder is Gerdau S.A.
Forward Looking Statements
This release contains forward-looking statements relating to the
acquisition by Gerdau S.A. of the shares of Gerdau Ameristeel that
Gerdau S.A. does not already own, including statements regarding
the completion of the proposed transaction and other statements
that are not historical facts. Such forward-looking statements are
subject to important risks and uncertainties including, without
limitation, court approvals and the satisfaction or waiver of
certain other conditions contemplated by the definitive arrangement
agreement. As a result of these risks and uncertainties, the
proposed transaction could be modified, restructured or not be
completed, and the results or events predicted in these
forward-looking statements may differ materially from actual
results or events. These forward-looking statements are not
guarantees of future performance, given that they involve risks and
uncertainties. Gerdau S.A. and Gerdau Ameristeel do not assume and
expressly renounce any obligation to update any of these
forward-looking statements, which are only applicable on the date
on which they were made. Additionally, Gerdau S.A. and Gerdau
Ameristeel undertake no obligation to comment on expectations of,
or statements made by third parties in respect of the proposed
transaction.
SOURCE Gerdau Ameristeel Corporation
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