Anglo American plc (“Anglo American”) announces that at an Extraordinary General Meeting of holders of its existing ordinary shares (“Existing Anglo American Ordinary Shares”) held yesterday to approve the demerger and public listing of its paper and packaging subsidiary, Mondi Group (“Mondi”) (the “Demerger”) and a share consolidation of Existing Anglo American Ordinary Shares, all of the proposed resolutions were duly passed by the requisite majorities.
Following the receipt of shareholder approval, if the reduction of capital of Mondi plc (the “MPLC Reduction of Capital”) is approved by the Court on 2 July 2007, Mondi will be demerged as a dual-listed company structure, comprising Mondi Limited (“MLTD”), a South African incorporated company holding Mondi's African assets, and Mondi plc (“MPLC”), a UK incorporated company holding Mondi's non-African assets. If the Demerger becomes effective, holders of ordinary shares in Anglo American will receive both ordinary shares in MLTD (“MLTD Ordinary Shares”) and ordinary shares in MPLC (“MPLC Ordinary Shares”) in proportion to their holdings of Existing Anglo American Ordinary Shares.
Immediately following the Demerger, there will be a consolidation of Existing Anglo American Ordinary Shares (the “Anglo American Share Consolidation”).
Following the Demerger and Anglo American Share Consolidation, for every 100 Existing Anglo American Ordinary Shares held, Shareholders will receive:
For information, the results of the voting were as follows:
Resolution | Total votes cast | Votes in favour (as a percentage of the votes cast) | Votes against (as a percentage of the votes cast) | Abstentions (as a percentage of the votes cast) |
---|---|---|---|---|
1. To amend clauses in the Articles of Association to allow a dividend in specie, closure of the branch register and suspension of transfers between the principal register and branch register | 951,140,246 | 949,892,477 (99.87%) | 21,034 (0.00%) | 1,226,735 (0.13%) |
2. To approve the Demerger (including authorising the payment of a dividend in specie; approving the Demerger Agreement, the Indemnity Agreement and the Tax Agreement and generally authorising the directors of Anglo American in connection with the Demerger) | 951,139,178 | 949,867,298 (99.87%) | 37,331 (0.00%) | 1,234,549 (0.13%) |
3. To approve the Anglo American Share Consolidation | 951,140,246 | 949,887,725 (99.87%) | 36,508 (0.00%) | 1,216,013 (0.13%) |
4. To approve the MPLC Reduction of Capital | 951,140,246 | 949,881,756 (99.87%) | 38,122 (0.00%) | 1,220,368 (0.13%) |
5. To approve the consolidation of MPLC's share capital (the “MPLC Share Consolidation”) | 951,140,246 | 949,885,139 (99.87%) | 38,108 (0.00%) | 1,216,999 (0.13%) |
6. To authorise Anglo American to make market purchases of its shares | 951,140,246 | 936,447,331 (98.46%) | 14,531,996 (1.53%) | 160,919(0.02%) |