EX-99.1 PRESS RELEASE DATED 2-11-07
Published on February 13, 2007
EXHIBIT
99.1
News Release
For Immediate Release
Hindalco Industries Ltd. and Novelis Inc. Announce an Agreement for Hindalcos Acquisition of
Novelis for Approximately $6.0 Billion
ATLANTA,
Feb. 11, 2007 Hindalco Industries Limited (BSE: HINDALCO), Indias largest
non-ferrous metals company, and Novelis Inc. (NYSE: NVL) (TSX: NVL), the worlds leading producer of
aluminum rolled products, today announced that they have entered into a definitive agreement for
Hindalco to acquire Novelis in an all-cash transaction which values Novelis at approximately $6.0
billion, including approximately $2.4 billion of debt. Under the terms of the agreement, Novelis
shareholders will receive $44.93 in cash for each outstanding common share.
Based in Mumbai, India, Hindalco is a leader in Asias aluminum and copper industries, and is the
flagship company of the Aditya Birla Group, a $12 billion multinational conglomerate, with a market
capitalization in excess of $20 billion. Following the transaction, Hindalco, with Novelis, will be
the worlds largest aluminum rolling company, one of the biggest producers of primary aluminum in
Asia, and Indias leading copper producer.
Mr. Kumar Mangalam Birla, Chairman of the Aditya Birla Group, said, The acquisition of Novelis is
a landmark transaction for Hindalco and our Group. It is in line with our long-term strategies of
expanding our global presence across our various businesses and is consistent with our vision of
taking India to the world. The combination of Hindalco and Novelis will establish a global
integrated aluminum producer with low-cost alumina and aluminum production facilities combined with
high-end aluminum rolled product capabilities. The complementary expertise of both these companies
will create and provide a strong platform for sustainable growth and ongoing success.
Acting Chief Executive Officer of Novelis, Mr. Ed Blechschmidt, said, After careful consideration,
the Board has unanimously agreed that this transaction with Hindalco delivers outstanding value to
Novelis shareholders. Hindalco is a strong, dynamic company. The combination of Novelis world-class rolling assets with Hindalcos growing primary aluminum operations and its downstream
fabricating assets in the rapidly growing Asian market is an exciting prospect. Hindalcos parent,
the Aditya Birla Group, is one of the largest and most respected business groups in India, with
growing global activities and a long-term business view.
Mr. Debu Bhattacharya, Managing Director of Hindalco and Director of Aditya Birla Management
Corporation Ltd., said, There are significant geographical market and product synergies. Novelis
is the global leader in aluminum rolled products and aluminum can recycling, with a global market
share of about 19%. Hindalco has a 60% share in the currently small but potentially high-growth
Indian market for rolled products. Hindalcos position as one of the lowest cost producers of
primary aluminum in the world is leverageable into becoming a globally strong player. The Novelis
acquisition will give us immediate scale and a global footprint.
The transaction has been unanimously approved by the Boards of Directors of both companies. The
closing of the transaction is not conditional on Hindalco obtaining financing. The transaction will
be
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completed by way of a plan of arrangement under applicable Canadian Law. It will require the
approval of 66 2/3% of the votes cast by shareholders of Novelis Inc. at a special meeting to be
called to consider the arrangement followed by Court approval. The transaction is also subject to
certain other customary conditions, including the receipt of regulatory approvals. The transaction
is expected to be completed in the second quarter of 2007.
About Novelis
Novelis is the global leader in aluminum rolled products and aluminum can recycling. The Company
operates in 11 countries, has approximately 12,500 employees, and reported $8.4 billion in 2005
revenue. Novelis has the unrivaled capability to provide its customers with a regional supply of
technologically sophisticated rolled aluminum products throughout Asia, Europe, North America and
South America. Through its advanced production capabilities, the Company supplies aluminum sheet
and foil to the automotive and transportation, beverage and food packaging, construction and
industrial, and printing markets. Visit www.novelis.com.
About the Aditya Birla Group
The Aditya Birla Group is Indias first truly multinational corporation, with a workforce of 85,000
employees belonging to over 20 different nationalities. Its 74 state-of-the-art manufacturing units
and service facilities span India, Thailand, Laos, Indonesia, Philippines, Egypt, Canada,
Australia, China, USA, UK, Germany, Hungary and Portugal. A premium conglomerate, the Aditya Birla
Group participates in a wide range of market sectors including, viscose staple fiber, non-ferrous
metals, cement, viscose filament yarn, branded apparel, carbon black, chemicals, fertilizers,
sponge iron, insulators, financial services, telecom, BPO and IT services. Visit
www.adityabirla.com.
About Hindalco
Established in 1958, Hindalco is currently structured into two strategic businesses, aluminum and
copper, with 2006 revenues of approximately $2.6 billion. Hindalcos integrated operations and
operating efficiency have positioned the company as Asias largest integrated primary producer of
aluminum and among the most cost-efficient producers globally. Its copper smelter is the worlds
largest custom smelter at a single location. Hindalco stock is publicly traded on the Bombay Stock
Exchange and the National Stock Exchange of India Ltd. Its current market capitalization is $4.3
billion. Visit www.hindalco.com.
Additional Information and Where to Find it
In connection with the proposed arrangement and required shareholder approval, Novelis Inc. will
file a proxy statement with the U.S. Securities and Exchange Commission (the SEC). INVESTORS AND
SECURITY HOLDERS ARE ADVISED TO READ THE PROXY STATEMENT AND OTHER RELEVANT MATERIALS WHEN THEY
BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT NOVELIS AND THE ARRANGEMENT.
Investors and security holders may obtain free copies of these documents (when they are available)
and other documents filed with the SEC at the SECs web site at www.sec.gov. In addition, the
documents filed by Novelis with the SEC may be obtained free of charge by contacting Novelis at
3399 Peachtree Road NE, Suite 1500, Atlanta, GA 30326, Attention: Corporate Secretary. Our filings
with the SEC are also available on our website at www.novelis.com.
Participants in the Solicitation
Novelis and its officers and directors may be deemed to be participants in the solicitation of
proxies from Novelis shareholders with respect to the arrangement. Information about Novelis
officers and directors and their ownership of Novelis common shares is set forth in the proxy
circular for Novelis 2006 Annual Meeting of Shareholders, which was filed with the SEC on
September 15, 2006. Investors and security holders may obtain more detailed information regarding
the direct and indirect interests of Novelis and its respective officers and directors in the
acquisition by reading the
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preliminary and definitive proxy statements regarding the arrangement, which will be filed with the
SEC.
Statements made in this news release which describe Novelis intentions, expectations or
predictions may be forward-looking statements within the meaning of securities laws. Examples of
forward-looking statements in this news release include those related to Novelis expectation to
close the sale during the second quarter. Novelis cautions that, by their nature, forward-looking
statements involve risk and uncertainty. We do not intend, and we disclaim any obligation, to
update any forward-looking statements, whether as a result of new information, future events or
otherwise. Important risk factors which could impact Novelis ongoing review of its strategic
alternatives are included under the caption Risk Factors in our Annual Report on Form 10-K for
the year ended December 31, 2005, as filed with the SEC, and are specifically incorporated by
reference into this news release.
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Novelis Media Contact: | Novelis Investor Contact: | |||
Charles Belbin | Eric Harris | |||
+1 404 814 4260 | +1 404 814 4304 | |||
charles.belbin@novelis.com | eric.harris@novelis.com | |||
Aditya Birla Media Contact: | ||||
Dr. Pragnya Ram +91 22 6652 5160 | ||||
+91 98210 24395 (Handset) | ||||
pragnyaram@adityabirla.com |
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