ASARCO Incorporated and Cyprus Amax Minerals Company Makes Announcement FOR IMMEDIATE RELEASE.DENVER and NEW YORK--(BUSINESS WIRE)--Aug. 29, 1999-- Cyprus Amax Minerals Company (NYSE NYSE See: New York Stock Exchange : CYM CYM Cayman Islands (ISO Country code) CYM Cyan Yellow Magenta (color model) CYM Check Your Mail (also: See Your Mail) CyM Cycling Manager (computer game) ) and ASARCO ASARCO American Smelting and Refining Company Incorporated (NYSE: AR) responded to Phelps Dodge's announcement on Friday that it was commencing a hostile exchange offer to break up the Asarco and Cyprus Amax merger. Shareholders of both companies are being asked to approve the merger at meetings set for September 30, 1999. Jointly replying to the Phelps Dodge Phelps Dodge Corporation is a former United States company founded in 1834 by Anson Greene Phelps and William E. Dodge. On March 19, 2007, it was acquired by Freeport-McMoRan and now operates under the name Freeport-McMoRan Copper & Gold Inc. announcement, Milton H. Ward, chairman and chief executive of Cyprus Amax and Francis R. McAllister, chairman and chief executive of Asarco stated "The actions of Phelps Dodge prove what we have been saying since they came on the scene two weeks ago. Their main interest is to break up our merger. We believe that Phelps Dodge is attempting to coerce our shareholders into a transaction which delivers the majority of the benefits and value to Phelps Dodge and its shareholders. "Phelps Dodge claims they have accepted three of four of our negotiating principles. Quite the contrary, they have not even made the effort to embody their position in a definitive form of acquisition agreement demonstrating their good faith. "The United States Department of Justice “Justice Department” redirects here. For other uses, see Department of Justice. The United States Department of Justice (DOJ) is a Cabinet department in the United States government designed to enforce the law and defend the interests of the United States has allowed the waiting period for our merger to terminate under the Hart-Scott-Rodino Act Hart-Scott-Rodino Act Often used in risk arbitrage. Antitrust act administered by U.S. Department of Justice and the FTC that requires an investor to file a form with the government before he acquires an economic interest in the lesser amount of $15 million or 15% of the . In light of this, our shareholders must remember that on September 30, there will be only one alternative that puts value in their pockets immediately - ours. The Phelps Dodge proposal is subject to numerous conditions - chief among them regulatory approval and the need to obtain Phelps Dodge stockholder approval - which cannot be secured by September 30. "We continue to be prepared to negotiate a transaction involving all three companies that offers our shareholders a fair price. This remains the case in spite of all the unreasonable tactics they have utilized including letters, lawsuits and inflammatory public statements." |
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