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Alumina
Alumina (AWC) investor relations material
Alumina has been acquired by Alcoa Corporation
Alumina Scheme Meeting 2024 summary
Complete event summary combining all related documents: earnings call transcript, report, and slide presentation.Scheme Meeting 2024 summary18 Jul, 2024
Transaction/Scheme Overview
Alcoa proposes to acquire 100% of Alumina via a scheme of arrangement, with Alumina shareholders to receive 0.02854 Alcoa shares (in the form of ASX-listed CDIs) per Alumina share, except for ineligible foreign shareholders and CITIC.
The implied value per Alumina share is AUD 1.64, representing a 61% premium to the undisturbed closing price on 23 February 2024.
Alumina shareholders will own approximately 31.6% of the combined group post-transaction, with Alcoa shareholders holding 68.4%.
The transaction followed several months of negotiation, resulting in improved terms for Alumina, including an 18% increase to Alcoa's initial proposal.
The board unanimously recommends the scheme, with CITIC's nominee joining the recommendation and all directors voting their shares accordingly.
Independent Expert's Conclusion
The independent expert concluded the scheme is fair and reasonable, with the scheme consideration exceeding the assessed underlying value of Alumina.
Grant Samuel & Associates assessed Alumina's value at US$0.82–0.98 per share, while the scheme consideration was valued at US$0.94–1.06 per share.
The expert's conclusion remains unchanged and is detailed in the Scheme Booklet.
Process, Approvals, and Timetable
The scheme is subject to Alumina shareholder approval, Federal Court approval, and other customary conditions, but not to financing or due diligence.
FIRB, ACCC, Brazil competition, and Alcoa stockholder approvals have been obtained; ATO class ruling is confirmed.
If approved, the last trading day for Alumina shares is expected to be 23 July 2024, with Alcoa CDIs to commence trading on the ASX on 24 July 2024.
Implementation and issue of consideration are expected on 1 August 2024, with normal settlement of Alcoa CDIs from 2 August 2024.
The scheme requires approval by more than 50% of shareholders present and voting, and at least 75% of votes cast.
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Alumina
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Frequently asked questions
Alumina Limited is an Australian resource company with interests in bauxite mining, alumina refining, and aluminum production. It holds its operations through a joint venture with Alcoa and focuses on supplying raw materials for the global aluminum industry. Alumina Limited is headquartered in Melbourne, Australia, and its shares are listed on the ASX.
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