BEACHWOOD, Ohio, Dec. 19 /PRNewswire-FirstCall/ -- Aleris
International, Inc. (NYSE: ARS) announced today the completion of the
acquisition of the Company by affiliates of Texas Pacific Group (TPG).
On August 7, 2006, affiliates of TPG entered into a merger agreement
with the Company to acquire the Company for a purchase price of
approximately $1.7 billion plus the assumption of or repayment of
approximately $1.6 billion of debt. Under the terms of the merger
agreement, Company stockholders will receive $52.50 per share in cash
without interest.
Steve Demetriou, Chairman and CEO of Aleris said, "We are very pleased
to complete this transaction with TPG which has created significant value
for shareholders while positioning Aleris with a partner committed to our
continued growth as a private company."
Aleris's common stock will cease trading on the New York Stock Exchange
at market close today, and will be delisted. As soon as practicable, a
paying agent appointed by TPG will send information to all Company
stockholders of record, explaining how they can surrender Company stock in
exchange for $52.50 per share in cash without interest. Stockholders of
record should await this information before surrendering their shares.
Stockholders who hold shares through a bank or broker will not have to
take any action to have their shares converted into cash, because these
conversions will be handled by the bank or broker.
About Aleris International, Inc.
Aleris International, Inc. is a global leader in aluminum rolled
products and extrusions, aluminum recycling and specification alloy
production. The Company is also a recycler of zinc and a leading U.S.
manufacturer of zinc metal and value-added zinc products that include zinc
oxide and zinc dust. Headquartered in Beachwood, Ohio, a suburb of
Cleveland, the Company operates 50 production facilities in North America,
Europe, South America and Asia, and employs approximately 8,600 employees.
For more information about Aleris, please visit our Web site at
http://www.aleris.com.
About TPG
TPG is a private investment partnership that was founded in 1992 and
currently has more than $30 billion of assets under management. With
offices in San Francisco, London, Hong Kong, Fort Worth and other locations
globally, TPG has extensive experience with global public and private
investments executed through leveraged buyouts, recapitalizations,
spinouts, joint ventures and restructurings. Visit http://www.tpg.com
SAFE HARBOR REGARDING FORWARD-LOOKING STATEMENTS
Forward-looking statements made in this news release are made pursuant
to the safe harbor provision of the Private Securities Litigation Reform
Act of 1995. These include statements that contain words such as "believe,"
"expect," "anticipate," "intend," "estimate," "should" and similar
expressions intended to connote future events and circumstances, and
include statements regarding future actual and adjusted earnings and
earnings per share; future improvements in margins, processing volumes and
pricing; overall 2006 operating performance; anticipated higher adjusted
effective tax rates; expected cost savings; success in integrating Aleris's
recent acquisitions, including the acquisition of the downstream aluminum
businesses of Corus Group plc; its future growth; an anticipated favorable
economic environment in 2006; future benefits from acquisitions and new
products; expected benefits from changes in the industry landscape and
post-hurricane reconstruction; and anticipated synergies resulting from the
merger with Commonwealth, the acquisition of the downstream aluminum
businesses of Corus Group plc and other acquisitions. Investors are
cautioned that all forward-looking statements involve risks and
uncertainties, and that actual results could differ materially from those
described in the forward-looking statements. These risks and uncertainties
would include, without limitation, Aleris's levels of indebtedness and debt
service obligations; its ability to effectively integrate the business and
operations of its acquisitions; further slowdowns in automotive production
in the U.S. and Europe; the financial condition of Aleris's customers and
future bankruptcies and defaults by major customers; the availability at
favorable cost of aluminum scrap and other metal supplies that Aleris
processes; the ability of Aleris to enter into effective metals, natural
gas and other commodity derivatives; continued increases in natural gas and
other fuel costs of Aleris; a weakening in industrial demand resulting from
a decline in U.S. or world economic conditions, including any decline
caused by terrorist activities or other unanticipated events; future
utilized capacity of Aleris's various facilities; a continuation of
building and construction customers and distribution customers reducing
their inventory levels and reducing the volume of Aleris's shipments;
restrictions on and future levels and timing of capital expenditures;
retention of Aleris's major customers; the timing and amounts of
collections; currency exchange fluctuations; future write-downs or
impairment charges which may be required because of the occurrence of some
of the uncertainties listed above; and other risks listed in Aleris's
filings with the Securities and Exchange Commission (the "SEC"), including
but not limited to Aleris's annual report on Form 10-K for the fiscal year
ended December 31, 2005, and quarterly report on Form 10-Q for the quarter
ended June 30, 2006, the 10-Q for the quarter ended September 30, 2006, and
current report on Form 8-K filed with SEC on November 29, 2006,
particularly the sections entitled "Risk Factors" contained therein.
(Logo: http://www.newscom.com/cgi-bin/prnh/20050504/CLW056LOGO )
SOURCE Aleris International, Inc.
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Related links:
http://www.aleris.com
http://www.tpg.com
Photo Notes:http://www.newscom.com/cgi-bin/prnh/20050504/CLW056LOGO
AP Archive: http://photoarchive.ap.org PRN Photo Desk
photodesk@prnewswire.com
CONTACT:
Michael D. Friday of Aleris International,
Inc., +1-216-910-3503; or Owen Blicksilver of Owen Blicksilver
PR, Inc, +1-516-742-5950
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