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 LONDON, Sept. 28 /PRNewswire/ -- The board of Minorco (NASDAQ Small Cap: MNRCY) announces the proposed acquisition by way of merger of a large group of quality natural resource businesses from Anglo American Corporation of South Africa Limited ("Anglo American") and associates and De Beers Centenary AG ("Centenary") (the "Vendors") and the sale of all of its African assets to Anglo American and Centenary.
 Following the transaction, Minorco, which already holds minority interests in all but one of the companies to be acquired, will own 100 percent of each of Anglo American Corporation of South America (AMSA) S.A., Eastern Investments Limited and Cleveland Potash Limited and 95 percent of Mondi European Holdings Limited.
 On the basis of the valuations prepared for the purposes of the transaction, the net assets of the enlarged Minorco group have been valued at U.S.$5,477 million.
 The key features of the transaction are:
 -- Minorco will acquire interests in gold, base metals and industrial minerals operations and other international assets which have been valued for the purposes of the transaction by Minorco and the Vendors at U.S.$1,428 million.
 -- In exchange for the assets to be acquired, Minorco will issue 55 million new ordinary shares to the Vendors and sell all of its African assets to Anglo American and Centenary. Minorco's cash resources will therefore be preserved to satisfy the capital expenditure requirements of the enlarged Minorco group and the planned continuing expansion by acquisition.
 -- The transaction will take place on merger terms whereby the value of the assets to be acquired less the value of the African assets to be sold, relative to the asset value of Minorco, has determined the number of new shares to be issued.
 -- For the purposes of the transaction, Minorco's net assets have been valued at U.S.$4,134 million or U.S.$24.41 per share. This value, rather than the middle market price of U.S.$17.50 per share (as at the close of business on Sept. 23, 1993), has been used to determine the number of shares to be issued.
 As a result of the Transaction, Minorco will:
 -- acquire a number of quality gold, base metal and industrial minerals interests within the AMSA group, including:
 - control of Empresa Minera de Mantos Blancos S.A., a copper
 producer in Chile, thereby, inter alia, increasing Minorco's
 direct interest in the Collahuasi copper project,
 - in association with the Bozano Simonsen group, Mineracao
 Morro Velho S.A., a primary gold producer in Brazil with
 significant interests in nickel, copper, niobium, carbon black
 and fertilizer, and
 -- interests in gold, nickel and copper projects in Argentina, Venezuela and Peru respectively.
 - establish a fourth operating business segment in a
 resource-related sector, pulp, paper and packaging, by
 acquiring control of Mondi European Holdings Limited with its
 joint controlling interests in Frantschach AG and Neusiedler
 - acquire a number of significant investments including 19.9
 percent of Normandy Poseidon Limited as well as other
 strategic interests in South East Asia and Australia held by
 Eastern Investments Limited.
 - acquire Cleveland Potash Limited, the UK's leading producer of
 Minorco shareholders will benefit from the Transaction, which will:
 -- broaden the geographic and product spread of Minorco's earnings,
 - increase significantly the proportion of earnings Minorco derives from operations over which it has control, and
 -- provide opportunities to invest in developing quality natural resource businesses, in particular in South America.
 Mr. Hank Slack, chief executive of Minorco, commenting on the transaction, said today:
 "The acquisition broadens Minorco's geographic and product spread and enables Minorco to acquire a portfolio of assets on attractive terms while conserving its cash for the future development of its businesses. With its financial resources and access to capital markets, Minorco is well placed to realize the considerable potential of the assets it is acquiring."
 -0- 9/28/93
 /CONTACT: Hank Slack or Carina Corbett of Minorco, in London, 44-71-430-8555, or Anthony Richmond-Watson or Rupert Thistlethwayte of Morgan Grenfell, in London, 44-71-588-4545, or Alison Hogan or Karen Simmonds of Brunswick Public Relations, in London, 44-71-404-5959/

CO: Minorco ST: IN: MNG SU:

PS -- NY013 -- 6209 09/28/93 07:55 EDT
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Publication:PR Newswire
Date:Sep 28, 1993

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