KHD Humboldt Wedag International Ltd. Announces Agreement to Acquire the Remaining Shares of Sasamat Capital Corporation
March 29 2007 - 7:28PM
PR Newswire (US)
HONG KONG, March 29 /PRNewswire-FirstCall/ -- KHD Humboldt Wedag
International Ltd. ("KHD") (NASDAQ:KHDH) announces that it has
entered into an arrangement agreement (the "Arrangement") with
Sasamat Capital Corporation ("Sasamat") (SSALF.PK), in which
Sasamat will amalgamate with a wholly owned subsidiary of KHD under
the Canada Business Corporation Act ("CBCA"). Currently, Sasamat is
a 59 percent subsidiary of KHD who in turn owns approximately 30
percent of KHD's German operations. Shareholders of Sasamat will
exchange their Sasamat shares for shares of KHD (the "KHD Shares")
on the basis of 0.111 KHD Shares for each Sasamat Share held,
subject to adjustment based upon any change greater than 2 percent
in the value of the KHD shares that may have occurred as of the
last trading day prior to the effective date of the Arrangement.
The effective date of the Arrangement is scheduled to occur on May
30, 2007. This reflects a purchase price of CDN$5.19 per Sasamat
Share and US$40.36 per KHD Share. The Arrangement requires court
approval under the CBCA and approval by the shareholders of
Sasamat, and is also subject to various conditions customary for
transactions of this type. Sasamat and KHD will apply to the
Supreme Court of British Columbia to obtain an interim order
providing, among other things, for the calling and holding of the
special meeting of shareholders of Sasamat. The Arrangement is to
be approved by two-thirds of the votes cast by Sasamat shareholders
and a majority of the votes cast by the minority shareholders.
Sasamat expects to hold its special general meeting on May 22,
2007. Further information concerning the Arrangement can be
obtained in the Sasamat circular to be filed on SEDAR at
http://www.sedar.com/. About KHD Humboldt Wedag International Ltd.
KHD Humboldt Wedag International Ltd. (the "Company") owns
companies that operate internationally in the industrial plant
engineering and equipment supply industry, and specializes in the
cement, coal and mineral industries. To obtain further information
on the Company, please visit our website at
http://www.khdhumboldt.com/ Contact Information: Allen & Caron
Inc Rene Randall Joseph Allen (investors) KHD Humboldt Wedag
International Ltd 1 (212) 691-8087 1 (604) 683-8286 or Len Hall
(media) 1 (949) 474-4300 DATASOURCE: KHD Humboldt Wedag
International Ltd. CONTACT: Investors, Joseph Allen,
+1-212-691-8087, , or Media, Len Hall, +1-949-474-4300, , both of
Allen & Caron Inc, for KHD Humboldt Wedag International Ltd.;
or Rene Randall of KHD Humboldt Wedag International Ltd.,
+1-604-683-8286, Web site: http://www.khdhumboldt.com/
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