Lane Berry Advises Sheffield Steel on Its Sale to Gerdau Ameristeel; Combination Accelerates Consolidation in the Steel Industry.BOSTON -- Lane, Berry & Co. International, LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control , announced today that it is serving as financial adviser to the Special Committee of the Board of Directors of Sheffield Steel Corporation, a mini-mill producer of long steel products, with respect to its announced acquisition by Gerdau Ameristeel Corporation (NYSE NYSE See: New York Stock Exchange : GNA GNA Ghana News Agency GNA Globewide Network Academy GNA Georgia Nurses Association GNA Galanthus Nivalis Agglutinin GNA Grand National Alliance (Pakistan) GNA Greater Nanticoke Area ), the second largest mini-mill steel producer in North America. The purchase price for all of Sheffield's outstanding shares is expected to amount to approximately $76 million in cash plus the assumption of approximately $94 million of debt and certain long-term liabilities Long-Term Liabilities Recorded on the balance sheet, a company's liabilities for leases, bond repayments and other items due in more than one year. Notes: A company's long-term liabilities are accounted for by its debt obligations to other parties which last longer than , net of cash. The transaction is expected to close in the second quarter of 2006 and is subject to Sheffield shareholder approval, satisfactory completion of anti-trust and applicable regulatory reviews and other customary closing conditions. Lane Berry acted as financial adviser to the Special Committee of the Board of Directors of Sheffield Steel and provided a fairness opinion Fairness Opinion A report put together by qualified analysts or advisors providing to key decision makers an evaluation of and facts about a merger or acquisition. Notes: A fairness opinion serves as a document used for guidance in a merger, takeover, or acquisition. to its Board of Directors in connection with the transaction. Further information about the proposed acquisition can be found in Gerdau Ameristeel's press release and 8-K filing available via www.gerdauameristeel.com. Headquartered in Sand Springs, Oklahoma Sand Springs is a city located in the U.S. state of Oklahoma. It is a suburb of Tulsa, Oklahoma and is located predominantly in Tulsa County, with some areas of the city situated in Osage County to the North. The population was 17,451 within the city limits at the 2000 census. , Sheffield Steel is a mini-mill producer of long steel products, primarily rebar and merchant bars with annual shipments of approximately 550,000 tons of finished steel products. Sheffield operates a melt shop and rolling mill in Sand Springs, OK, a smaller rolling mill in Joliet, IL, and three downstream steal fabricating facilities in Kansas City and Sand Springs. Gerdau Ameristeel is the second largest mini-mill steel producer in North America with an annual manufacturing capacity of over 8.4 million tons of mill finished steel products. The company operates an integrated network of 15 mini-mills (including one 50% owned mini-mill), 17 scrap recycling facilities and 43 downstream operations that serves customers in the eastern two-thirds of North America. Gerdau's products are generally sold to steel service centers, steel fabricators or directly to original equipment manufacturers for use in a variety of industries including construction, cellular and electrical transmission, automotive, mining and equipment manufacturing. David Clark, Director of Lane Berry and lead banker for the transaction commented, "The acquisition of Sheffield by Gerdau is further evidence of the strength of the domestic steel market and the significant benefits from the ongoing consolidation in the global steel industry. Sheffield will help strengthen Gerdau's presence in the Southwest markets and increase Gerdau's annual manufacturing capacity to over 9 million tons of finished steel products." Stephen P. Hines, Managing Director of Lane Berry's Industrial, Manufacturing & Services Group, said, "Working closely with the Special Committee of Sheffield's Board of Directors, Lane Berry's team conducted a comprehensive review of strategic alternatives and provided hands-on transaction execution by a team of senior bankers to drive a competitive auction process. We are proud and gratified grat·i·fy tr.v. grat·i·fied, grat·i·fy·ing, grat·i·fies 1. To please or satisfy: His achievement gratified his father. See Synonyms at please. 2. that our trusted advisory relationship with Sheffield has resulted in the creation of significant value for its shareholders, customers and employees." About Sheffield Steel Sheffield Steel is a mini-mill producer of SBQ SBQ Sociedade Brasileira de Quimica (Portugese) SBQ Special Bar Quality and MBQ MBQ Mohawks of the Bay of Quinte (Ontario, Canada) MBq Megabecquerel (SI) MBQ Metal Boat Quarterly MBQ McBurger Queen (comic) MBQ Muhammad Bin Qasim hot-rolled bar products, concrete reinforcing bar and fabricated products, including fabricated rebar, steel fence posts and railroad track spikes. The company's headquarters and largest manufacturing facility is located in Sand Springs, Oklahoma, where it has an annual billet making capacity of 650,000 tons. It also has a rolling mill in Joliet, Illinois, two fabrication shops in the Kansas City area, and a railroad spike producer in Sand Springs, Oklahoma. Sheffield also owns the Sand Springs Railway Reporting Marks SS Nature of Firm SS operates freight service between Sand Springs and Tulsa, OK with 32 miles of trackage (all yard limits). Connections are made with UP, BNSF and South Kansas Oklahoma Railroad (SKOL). , which connects the Sand Springs industrial corridor to Tulsa, Oklahoma. For more information about Sheffield Steel, visit www.sheffieldsteel.com. About Gerdau Ameristeel Gerdau Ameristeel is the second largest mini-mill steel producer in North America with annual manufacturing capacity of over 8.4 million tons of mill finished steel products. Through its vertically integrated network of 15 mini-mills (including one 50% owned mini-mill), 17 scrap recycling facilities and 43 downstream operations, Gerdau Ameristeel primarily serves customers in the eastern two-thirds of North America. The company's products are generally sold to steel service centers, steel fabricators, or directly to original equipment manufacturers for use in a variety of industries, including construction, cellular and electrical transmission, automotive, mining and equipment manufacturing. The common shares of Gerdau Ameristeel are traded on the New York Stock Exchange New York Stock Exchange (NYSE) World's largest marketplace for securities. The exchange began as an informal meeting of 24 men in 1792 on what is now Wall Street in New York City. under the symbol NYSE: GNA; and the Toronto Stock Exchange Toronto Stock Exchange (TSE) Canada's largest stock exchange, trading approximately 1,200 company stocks and 33 options. under the symbol GNA.TO. For additional financial and investor information, visit www.gerdauameristeel.com. About Lane Berry Lane, Berry & Co. International, with offices in Boston, New York Boston is a town in Erie County, New York, United States. The population was 7,897 at the 2000 census. The town is named after Boston, Massachusetts. The Town of Boston is an interior town of the county and one of the county's "Southtowns. and Denver, provides investment banking services to corporations, their Boards, Special Committees of Boards and shareholders on matters relating to mergers, acquisitions, divestitures, debt and equity financings, debt restructurings, recapitalizations and corporate governance Corporate Governance The relationship between all the stakeholders in a company. This includes the shareholders, directors, and management of a company, as defined by the corporate charter, bylaws, formal policy, and rule of law. issues. Lane Berry offers sophisticated, objective advice and transaction execution based upon the extensive experience of its senior investment bankers. For more information about Lane Berry's services, transactions and recruitment opportunities, visit www.laneberry.com. |
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