8th Aug 2007 07:01
Rio Tinto PLC08 August 2007 Government of Quebec confirms that Rio Tinto's offer for Alcan meets all of therequirements of the Continuity Agreement Montreal, Melbourne and London - August 7, 2007 - The Government of Quebecannounced today that it has accepted the conclusions of the Board of Directorsof Alcan with respect to the proposed acquisition of Alcan by a subsidiary ofRio Tinto, announced on July 12, 2007, and has confirmed that Rio Tinto's offerrespects the terms of the Continuity Agreement between Alcan and the Governmentof Quebec, signed in 2006 as part of a US$1.8 billion investment program for theSaguenay-Lac-Saint-Jean region. Rio Tinto's chief executive, Tom Albanese, stated: "This decision by theGovernment of Quebec underscores the shared values of Rio Tinto and Alcan,including our dedication to environment, health, safety and local communities.As we move forward together, we are confident that the continued and expandedcommitments to Quebec will ensure sustainable growth for the Province's aluminumindustry. Rio Tinto has been an investor in Quebec and Canada for decades and iscommitted to growing the combined Rio Tinto Alcan presence, particularly inQuebec. The announcement by the Government of Quebec means we have satisfied oneof the conditions of our offer, and brings completion one step closer." "We are very pleased that the Government of Quebec agrees that the proposedtransaction with Rio Tinto will maintain Alcan's commitments to the province,"said Dick Evans, President and Chief Executive Officer, Alcan Inc. "TheContinuity Agreement was a reflection of the outstanding partnership Alcan hashistorically enjoyed with Quebec's government and communities. Ensuring thatthis partnership continues for decades to come was vitally important to Alcanand a key element in our deliberations as to the right course for our company.We are excited by the opportunities that Rio Tinto Alcan represents, and thatQuebec will serve as home base to the world's leading aluminum business." For the purposes of the Continuity Agreement, Alcan agreed that, in the event ofa proposed acquisition of control, its Board of Directors would only approve aprospective acquirer who met the necessary requirements in terms of ongoingcommitments relevant to the health and prospects of the economy and society ofQuebec. Rio Tinto has satisfactorily demonstrated to the Board of Directors ofAlcan and to the Government of Quebec that, as a result of the proposedtransaction, there is no reasonable basis to believe that there will be adiminishment of Alcan's commitment to the economy and society of Quebec or adirect or indirect negative impact on the economy and society of Quebec. About Alcan Alcan Inc. (NYSE, TSX: AL) is a leading global materials company, deliveringhigh quality products, engineered solutions and services worldwide. Withworld-class technology and operations in bauxite mining, alumina processing,primary metal smelting, power generation, aluminum fabrication, engineeredsolutions as well as flexible and specialty packaging today's Alcan is wellpositioned to meet and exceed its customers' needs. Alcan is represented by68,000 employees, including its joint-ventures, in 61 countries and regions,posted revenues of US$23.6 billion in 2006. The Company has featured on the DowJones Sustainability World Index. For more information, please visit:www.alcan.com. About Rio Tinto Rio Tinto is a world leader in exploration, extraction and adding value tomineral resources. The group operates in the aluminum, iron, industrial minerals(borax, titanium dioxide, salt, and talc), gold, copper, diamond and energy(coal and uranium) sectors. Rio Tinto employs some 35,000 employees in 20 countries around the world, ofwhich approximately 4,300 are in Canada. Rio Tinto's Canadian holdings includeQIT Fer et Titane Inc., of Sorel-Tracy and Havre St. Pierre, Quebec; the IronOre Company of Canada of Sept-Iles, Quebec and Labrador City, Newfoundland andLabrador; Diavik Diamond Mines, of Yellowknife, Northwest Territories; and RioTinto Exploration, headquartered in Vancouver, British Columbia with projectsthroughout Canada. All are amongst the world leaders in their respectivesectors. The Group's objective is to maximize the overall long term return toshareholders through a strategy of investing in large, cost competitive mines,driven by the quality of each opportunity, not the choice of commodity. Wherever Rio Tinto operates, the health and safety of its employees is the firstpriority. The Group seeks to contribute to sustainable development. It works asclosely as possible with the host countries and communities, respecting theirlaws and customs and ensuring a fair share of benefits and opportunities. Contacts Alcan Media relations Investor relations Bryan Tucker Ulf QuellmannOffice : +1-514-848-8511 Office : +1 514 848 [email protected] [email protected] Rio Tinto Media Relations London Australia Christina MillsOffice: +44 (0) 20 8080 1306 Ian HeadMobile: +44 (0) 7825 275 605 Office: +61 (0) 3 9283 3620 Mobile: +61 (0) 408 360 101 Nick Cobban Amanda BuckleyOffice: +44 (0) 20 8080 1305 Office: +61 (0) 3 9283 3627Mobile: +44 (0) 7920 041 003 Mobile: +61 (0) 419 801 349 Canada/USA Andrew VickermanMobile: +44 (0)7711 879614 Investor Relations London Australia Nigel Jones Dave SkinnerOffice: +44 (0) 20 7753 2401 Office: +61 (0) 3 9283 3628Mobile: +44 (0) 7917 227 365 Mobile: +61 (0) 408 335 309 David Ovington Susie CreswellOffice: +44 (0) 20 7753 2326 Office: +61 (0) 3 9283 3639Mobile: +44 (0) 7920 010978 Mobile: +61 (0) 418 933 792 Email: [email protected]: www.riotinto.com High resolution photographs available at: www.newscast.co.uk Additional information IMPORTANT INFORMATION: The offer to purchase all of the issued and outstanding common shares of Alcanfor US$101 per common share in a recommended, all cash transaction (the "Offer")is being made by Rio Tinto Canada Holding Inc. (the "Offeror"), an indirectwholly-owned subsidiary of Rio Tinto. The Offer will be open for acceptance until 6:00 p.m., Eastern Time, onSeptember 24, 2007, unless extended or withdrawn by the Offeror. This announcement is for information purposes only and does not constitute orform part of any offer or invitation to purchase, otherwise acquire, subscribefor, sell, otherwise dispose of or issue, or any solicitation of any offer tosell, otherwise dispose of, issue, purchase, otherwise acquire or subscribe for,any security. The Offer (as the same may be varied or extended in accordancewith applicable law) is being made exclusively by means of, and subject to theterms and conditions set out in, the offer and takeover bid circular deliveredto Alcan and filed with Canadian provincial securities regulators and the UnitedStates Securities and Exchange Commission (the "SEC") and mailed to Alcanshareholders. The release, publication or distribution of this announcement in certainjurisdictions may be restricted by law and therefore persons in suchjurisdictions into which this announcement is released, published or distributedshould inform themselves about and observe such restrictions. In connection with the Offer, the Offeror has filed with the Canadian securitiesregulatory authorities and the SEC an offer and takeover bid circular as well asancillary documents such as a letter of transmittal and a notice of guaranteeddelivery and Alcan has filed a directors' circular with respect to the Offer.The Offeror has also filed with the SEC a Tender Offer statement on Schedule TO(the "Schedule TO") and Alcan has filed with the SEC a Solicitation/Recommendation Statement on Schedule 14D-9 (the "Schedule 14D-9"). SHAREHOLDERSOF ALCAN ARE URGED TO READ THE OFFER AND TAKEOVER BID CIRCULAR (INCLUDING THELETTER OF TRANSMITTAL AND NOTICE OF GUARANTEED DELIVERY), THE SCHEDULE TO(INCLUDING THE OFFER AND TAKEOVER BID CIRCULAR, LETTER OF TRANSMITTAL ANDRELATED TENDER OFFER DOCUMENTS) AND THE SCHEDULE 14D-9 AS THEY WILL CONTAINIMPORTANT INFORMATION ABOUT THE OFFER. The offer and takeover bid circular as well as other materials filed with theCanadian securities regulatory authorities are available electronically withoutcharge at www.sedar.com. The Schedule TO and the Schedule 14D-9 are availableelectronically without charge at the SEC's website, www.sec.gov. Materials filedwith the SEC or the Canadian securities regulatory authorities may also beobtained without charge at Rio Tinto's website, www.riotinto.com. While the Offer is being made to all holders of Alcan common shares, thisannouncement does not constitute an offer or a solicitation in any jurisdictionin which such offer or solicitation is unlawful. The Offer is not being made in,nor will deposits be accepted in, any jurisdiction in which the making oracceptance thereof would not be in compliance with the laws of suchjurisdiction. However, the Offeror may, in its sole discretion, take such actionas they may deem necessary to extend the Offer in any such jurisdiction. The Offer is made to holders in France of Alcan common shares admitted totrading on Euronext-Paris. An announcement including the main informationrelating to Rio Tinto's Offer documents has been prepared and released pursuantto article 231-24 of the AMF General Regulation and contains informationrelating to how and in which time limit Alcan shareholders residing in Francecan accept this Offer. The offer document and the announcement prepared pursuantto article 231-24 of the AMF General Regulation are available free of charge tothe holders of Alcan Shares registered with Euroclear France who request it fromCiti France, Global Transaction Services, Operations departement, 19 le Parvisla Defense 7, 92073 Paris La Defense. They are also available on the internet atthe following address: www.computershare.com/Rio-AlcanFrenchofferdocument The Offer is made to holders in Belgium of shares and/or certificates admittedto trading on Euronext Brussels (the "IDRs"). A Belgian supplement, addressingissues specific to holders of shares and/or IDRs in Belgium (the "BelgianSupplement") was approved by the Belgian Banking, Finance and InsuranceCommission on 2 August 2007. The offer document and the Belgian Supplement areavailable free of charge to the investors in Belgium who request it from theBelgian branch of Citibank International plc, Department GTS Operations, 4thfloor, boulevard General Jacques 263G, 1050 Brussels. They are also available onthe internet at the following address: www.computershare.com/Rio-AlcanBelgianofferdocument. Forward looking statements This announcement may contain statements which constitute 'forward-lookingstatements' about Rio Tinto and Alcan. Such statements include, but are notlimited to, statements with regard to the outcome of the Offer, and may be (butare not necessarily) identified by the use of phrases such as 'will', 'intend','estimate', 'expect', 'anticipate', 'believe' and 'envisage'. By their nature,forward-looking statements involve risk and uncertainty because they relate toevents and depend on circumstances that will occur in the future and may beoutside the control of Rio Tinto or Alcan. Actual results and developments maydiffer materially from those expressed or implied in such statements because ofa number of factors, including the outcome of the Offer, revenue benefits andcost synergies being lower than expected, integration costs being higher thanexpected, levels of demand and market prices, the ability to produce andtransport products profitably, the impact of foreign currency exchange rates onmarket prices and operating costs, operational problems, political uncertaintyand economic conditions in relevant areas of the world, the actions ofcompetitors, activities by governmental authorities such as changes in taxationor regulation and such other risk factors identified in Rio Tinto's most recentAnnual Report on Form 20-F filed with the SEC or Form 6-Ks furnished to the SECor Alcan's most recent periodic and current reports on Form 10-K, Form 10-Q orForm 8-K filed with the SEC (as the case may be). Forward-looking statementsshould, therefore, be construed in light of such risk factors and undue relianceshould not be placed on forward-looking statements. Other than in accordance with their legal and regulatory obligations (including,in the case of Rio Tinto, under the UK Listing Rules and the Disclosure andTransparency Rules of the Financial Services Authority), neither Rio Tinto norAlcan is under any obligation and each of Rio Tinto and Alcan expressly disclaimany intention or obligation to update or revise any forward-looking statements,whether as a result of new information, future events or otherwise. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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