AMSTERDAM, THE NETHERLANDS--(Marketwire - Aug 31, 2012) -
GK shareholders approve merger with AMG Mining ag and squeeze out of the
shares
of the GK minority shareholders
AMG Advanced Metallurgical Group N.V.'s ("AMG",
EURONEXT AMSTERDAM: "AMG") majority owned subsidiary, Graphit
Kropfmühl AG,
("GK") held its Annual General Meeting in Munich on 27 August. At the
Annual
General Meeting, the following resolution was approved with 99.69% of
the
2,703,996 votes submitted: the transfer of the shares of the
minority
shareholders of GK to AMG's wholly owned subsidiary, AMG Mining AG
("AMG
Mining") in connection with a merger, in exchange for cash compensation
of
EUR31.92 per share for the 6.41% of shares outstanding. AMG Mining currently
owns
approximately 93.59% of GK's shares.
The basic calculation method and significant points of the valuation used
to
confirm the appropriateness of the cash compensation for the merger
were
presented at the Annual General Meeting. If no actions to rescind the
merger
are raised within one month, the squeeze out could become effective with
the
entry of the squeeze out and the merger in the commercial register in
early
October 2012.
About AMG
AMG creates and applies innovative metallurgical solutions to the global trend
of sustainable development of natural resources and CO(2) reduction. AMG
produces highly engineered specialty metal products and advanced vacuum
furnace
systems for the Energy, Aerospace, Infrastructure and Specialty Metals and
Chemicals end markets. AMG consists of two operating divisions, Advanced
Materials and Engineering Systems, and owns an interest in publicly-listed
Graphit Kropfmühl AG (Deutsche Börse: GKR.DE).
The Advanced Materials Division develops and produces specialty metals, alloys
and high performance materials. AMG is a significant producer of specialty
metals, such as ferrovanadium, ferronickel-molybdenum, aluminum master alloys
and additives, chromium metal and ferrotitanium, for Energy, Aerospace,
Infrastructure and Specialty Metal and Chemicals applications. Other key
products include specialty alloys for titanium and superalloys, coating
materials, tantalum and niobium oxides, vanadium chemicals and antimony
trioxide.
The Engineering Systems Division designs, engineers and produces advanced
vacuum
furnace systems and operates vacuum heat treatment facilities, primarily for
the
Aerospace and Energy (including solar and nuclear) industries. Furnace
systems
produced by AMG include vacuum remelting, solar silicon melting and
crystallization, vacuum induction melting, vacuum heat treatment and high
pressure gas quenching, turbine blade coating and sintering. AMG also
provides
vacuum case-hardening heat treatment services on a tolling basis.
Graphit Kropfmühl AG is a majority owned, publicly listed subsidiary of
AMG.
Based on its secure raw material sources in Africa, Asia and Europe, Graphit
Kropfmühl is a specialist in the production of silicon metal and the
extraction,
processing and refining of natural crystalline graphite for a wide range of
energy saving industrial applications.
With over 3,000 employees, AMG operates globally with production facilities in
Germany, the United Kingdom, France, Czech Republic, United States, China,
Mexico, Brazil, Turkey, Poland, India and Sri Lanka and has sales and customer
service offices in Belgium, Russia and Japan (www.amg-nv.com).
Disclaimer
Certain statements in this press release are not historical facts and
are
"forward looking." Forward looking statements include statements
concerning
AMG's plans, expectations, projections, objectives, targets, goals,
strategies,
future events, future revenues or performance, capital expenditures,
financing
needs, plans and intentions relating to acquisitions, AMG's
competitive
strengths and weaknesses, plans or goals relating to forecasted
production,
reserves, financial position and future operations and development,
AMG's
business strategy and the trends AMG anticipates in the industries and
the
political and legal environment in which it operates and other information
that
is not historical information. When used in this press release, the
words
"expects," "believes," "anticipates," "plans," "may," "will," "should,"
and
similar expressions, and the negatives thereof, are intended to identify
forward
looking statements. By their very nature, forward looking statements
involve
inherent risks and uncertainties, both general and specific, and risks
exist
that the predictions, forecasts, projections and other forward
looking
statements will not be achieved. These forward looking statements speak only
as
of the date of this press release. AMG expressly disclaims any obligation
or
undertaking to release publicly any updates or revisions to any forward
looking
statement contained herein to reflect any change in AMG's expectations
with
regard thereto or any change in events, conditions, or circumstances on
which
any forward looking statement is based.
GK 2012 AGM:
http://hugin.info/138060/R/1637697/526607.pdf
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: AMG Advanced Metallurgical Group N.V. via Thomson Reuters ONE
[HUG#1637697]