Anglo American Rejects Xstrata Merger Proposal

On June 22, 2009, Anglo American’s board of directors issued a statement rejecting a proposal from Xstrata that the two companies engage in discussions regarding a potential merger. As proposed by Xstrata, the combination would be a merger of equals, with shareholders of each company holding half of the combined group. Xstrata defended this “nil-premium” proposal, arguing that the benefit to Anglo American shareholders would come through operational and other synergies inherent in the combined group.

Anglo American’s board responded that a combination with Xstrata would “profoundly impact the nature of the group’s portfolio by significantly diluting Anglo American’s unique exposure to the structurally attractive platinum, iron ore and diamond markets while increasing exposure to nickel and zinc. In reaching its view, the board has also had particular regard to the comparative quality and life of the producing assets and the growth to be delivered from the respective project portfolios of the two companies.”

The Anglo American board statement also said that the “terms proposed by Xstrata were totally unacceptable.” As of mid-July, neither company had changed its position.

Meanwhile, on July 10, Anglo American announced the appointment of Sir John Parker as its new board chairman, succeeding Sir Mark Moody- Stuart, who is retiring. The appointment was viewed as an indication that Anglo American intends to pursue an independent course. Moody-Stuart said, “I am very pleased to welcome Sir John Parker to Anglo American following the board’s unanimous decision to appoint him as chairman. Sir John is recognized as a highly experienced and independent chairman, has chaired four FTSE 100 companies, and brings a wealth of leadership experience across a range of industries in many countries, including in South Africa. The group is now well positioned to capitalize on its considerable growth prospects as a focused and responsible global mining company and to deliver on its cost-saving and efficiency commitments.”

How relationships between Anglo American and Xstrata might evolve over time remained an open question.

As featured in Womp 2009 Vol 06 -