BlueScope Steel Announces Intention To Acquire World's Leading Manufacturer Of Pre-Engineered Steel Buildings.

Business Editors

MELBOURNE, Australia--(BUSINESS WIRE)--Feb. 15, 2004

BlueScope Steel Limited (ASX:BSL) today announced it will acquire Butler Manufacturing Company (NYSE:BBR), the world's leading manufacturer and provider of pre-engineered steel building systems (1). Butler's sales revenue for the 2003 calendar year was approximately A$1.0 billion (US$796.2 million) and it employs 4,500 people worldwide.

BlueScope Steel will offer US$22.50 per share for approximately 6.4 million shares, and assume net debt of US$60 million, representing a total outlay of US$204 million (A$260 million). Butler and BlueScope Steel have reached agreement on the terms of a negotiated merger agreement, and the Butler Board of Directors will recommend to Butler shareholders acceptance of BlueScope Steel's offer. The acquisition of Butler will be subject to approval by Butler shareholders and by regulatory authorities in the United States. The acquisition is expected to be completed within 60 to 90 days.

BlueScope Steel Managing Director and CEO, Mr Kirby Adams said: "Butler Manufacturing Company is the world's premier brand in pre- engineered steel building systems, with number one market positions in both North America and China. Butler is a long-established business, with strong, well-recognised brands and excellent design and technical capabilities."

"Strategically, the combination of BlueScope Steel and Butler creates a very strong global player in steel building components and pre-engineered buildings. BlueScope Steel has a long-term growth strategy to increase its proportion of high value-added products, and to provide inspired solutions, particularly for the building and construction industry - a strategy that sets BlueScope Steel apart. Butler's operations are within BlueScope Steel's geographic footprint and there is scope for the Butler product and service offer to be extended to BlueScope Steel's customers in South East Asia, Australia and New Zealand.

"In China, this acquisition will provide immediate scale and accelerate BlueScope Steel's growth in manufacturing pre-engineered buildings. The combination will provide an expanded product and solutions portfolio for our customers and will further leverage BlueScope Steel's capabilities as one of the world's leading suppliers of metal coated and pre-painted steels, and rollformed steel building products.

"In China, Butler is already the clear market leader with strong revenue growth, demonstrated profitability and significant growth potential. In combining the two businesses, the China presence will include six manufacturing facilities, 50 sales offices and approximately 1,200 employees.

"China is quickly becoming the 'factory for the world' and together, BlueScope Steel and Butler will be the premier provider of factories and warehouses for China," Mr Adams said.

"We will build upon the well-recognised strengths of Butler's North American Buildings Group - its brands, products, market share and technical expertise - and undertake a range of business improvements to transform that business and improve its financial performance. Vistawall - which designs, manufactures and markets extruded aluminium and glass products for the building and construction industry in North America and China - is a strong business, which has remained profitable throughout the recent market downturn. Both businesses are well positioned to benefit from an expected improvement in the North American non-residential construction market.

"To place the size of the acquisition in context, the total outlay required to purchase Butler is less than eight per cent of BlueScope Steel's enterprise value and will increase our gearing by only about eight per cent," Mr Adams said.

Chairman of the Board and Chief Executive Officer of Butler, Mr John Holland said: "This announcement is good news for Butler. It will allow us to continue providing excellent quality and service to our Butler Builders(R) and customers while joining a global player that really understands the steel business and the value of downstream products that Butler provides."

Butler announced on 30 October 2003 that its Board had authorised management to explore various strategic options for the company, including solicitation of private investment capital, asset sales and the sale of the company. Over the past several months, at the invitation of the Butler Board, BlueScope Steel has undertaken twelve weeks of extensive due diligence investigation of the Butler business.

About Butler Manufacturing Company (NYSE:BBR)

Butler's principal manufacturing operations are in the United States and China, and the company is the market leader in the design, manufacturing and installation of pre-engineered steel buildings in China and North America.

For further information about Butler Manufacturing Company: www.butlermfg.com

About BlueScope Steel Limited (ASX:BSL)

BlueScope Steel (formerly known as BHP Steel) is the leading steel producer in Australia and New Zealand, supplying a large proportion of the flat steel products sold in these markets. BlueScope Steel's principal customers are in the building and construction, automotive, packaging and general manufacturing industries. The Company's steelworks at Port Kembla is Australia's largest and one of the world's lowest cost producers of hot rolled coil. Steel rolling, coating and painting plants are located in Australia, New Zealand, Thailand, Malaysia and Indonesia, with a further plant currently under construction in Vietnam. The Company has a network of steel building products rollforming facilities across the Asia Pacific region that is unmatched by any other steel company. BlueScope Steel also has a 50 per cent interest in a steel mini-mill in Delta, Ohio, USA.

For further information about BlueScope Steel Limited: www.bluescopesteel.com

(1) About pre-engineered buildings:

Pre-engineered buildings are designed and engineered using

sophisticated computer software to meet each purchaser's

individual requirements, with steel components pre-fabricated and

partially assembled off-site, then transported to site for

erection. Pre-fabrication and assembly means erection on site is

significantly faster and simpler than for conventional buildings.

Pre-engineered buildings are suitable for a wide range of

non-residential building applications, including factories and

warehouses, showrooms, sporting facilities, aircraft hangars,

schools and medical clinics.

MEDIA BACKGROUND ON KIRBY C. ADAMS

Managing Director and Chief Executive Officer BlueScope Steel Limited

-- BlueScope Steel's CEO is Kirby C Adams, an American-born

executive, aged 48, who resides in Melbourne, Australia. He

holds both US and Australian citizenship.

-- Mr Adams has been CEO of BlueScope Steel, Australia's leading

steel company, since March 2000.

-- Prior to that, from 1996 he was a senior executive with the

BHP Billiton group, BlueScope Steel's former parent company

and the largest diversified resources company in the world.

-- From 1988 to 1995, Mr Adams was President and Chief Executive

Officer of Titanium Metals Corporation, based in Denver,

Colorado - at that time the world's largest titanium metals 

company.

-- His earlier career in the United States was with NL Industries

Inc/NL ERCO (1984-88), NL Sperry-Sun (1982-84) and ARMCO Inc

(1979-81).

-- Originally from Atlanta, Mr Adams was educated at Auburn

University (BS Industrial Engineering) and the Darden School,

University of Virginia (MBA).

-- Mr Adams is currently the Chairman of the International Iron &

Steel Institute, the world steel industry peak body.

MEDIA BACKGROUND: BLUESCOPE STEEL LIMITED

-- Headquartered in Melbourne, Australia

-- Listed on the Australian Stock Exchange in July 2002, one of

the 40 largest companies in Australia by market

capitalisation, with shareholder equity of about US$3 billion.

Annual revenues exceed US$4 billion.

-- Established in 1915, BlueScope Steel, then known as BHP Steel,

was one of the major operating divisions of BHP Limited (now

BHP Billiton Limited), which is today the largest diversified

resources company in the world.

-- Customers are in the building and construction, packaging,

automotive and general manufacturing industries.

-- Largest steel producer in Australia and New Zealand.

-- Export steel slab and hot rolled coil from Australia and New

Zealand to Asia and North America.

-- Flat steel producer manufacturing steel slab, hot and cold

rolled coil, plate, tinplate and metallic painted and coated

steel products such as the market-leading COLORBOND(R) and

ZINCALUME(R) steel brands.

-- Largest network of rollforming operations in the Asia Pacific

region - 42 rollforming plants across more than a dozen

countries producing steel building products.

-- In Asia, main focus is on building and construction industry

customers and the provision of value-added coated and painted

steel products for landmark buildings, sporting facilities,

factories and commercial premises, offices, schools and

houses. A growing part of Asian business is the design,

fabrication and installation of pre-engineered buildings, for

applications as diverse as chicken farms, aircraft hangars,

medical clinics and emergency housing.

-- In the United States BlueScope Steel owns 50 per cent of North

Star BHP Steel mini-mill in Delta, Ohio, which produces hot

rolled coil for coil processors and cold rolled strip

producers, service centres, original equipment manufacturers

and other steel companies.

-- Approximately 12,000 employees in 20 countries at more than 60

manufacturing, sales and marketing, transport and office

sites.

-- BlueScope Steel has a long-term growth strategy to increase

the proportion of higher value-added products the Company

provides, and to become a solutions provider, particularly for

the building and construction industry - a strategy that

differentiates us from other steel companies.