Magellan Aerospace Corporation Announces Offer to Acquire Haley Industries Limited
TORONTO, July 3 /CNW/ – Magellan Aerospace Corporation (“Magellan”) and
Haley Industries Limited (“Haley”) announced today that Magellan has entered
into an agreement with Haley and Amcan Consolidated Technologies Corp.
(“Amcan”) providing for Magellan or a wholly-owned subsidiary of Magellan to
make an offer to acquire all of the outstanding shares of Haley, including
shares issued on the exercise of any outstanding Haley options. Under the
offer, to be mailed to Haley shareholders by July 18, 2002, Haley shareholders
will receive at their election, either $2.15 cash for each Haley common share
(the “Cash Option”), or 0.425 common shares of Magellan for each Haley common
share (the “Share Option”). The conditions of the offer will include that not
less than 50% of the outstanding Haley shares calculated on a fully diluted
basis be tendered. The board of directors of Haley has not made any
recommendation with respect to the Offer. The board intends to review the
formal take-over bid circular and to provide shareholders with its views on
the Offer in the directors circular that is expected to be mailed to
shareholders in July.
Amcan, Haley’s controlling shareholder, has delivered to Magellan a
lock-up agreement under which Amcan agrees to deposit 5,677,050 Haley shares
(approximately 54% of the outstanding shares of Haley) under the offer and
agrees to elect to be paid under the Cash Option.
“Haley’s capabilities and strength in providing castings for the
aerospace sector are complementary to the products and services currently
provided by Magellan,” stated Richard Neill, President and COO of Magellan.
“The addition of Haley capabilities will extend the range of Magellan’s
product offerings in the aerospace sector while affording Magellan
opportunities to achieve efficiencies in supply management and to add Haley as
an internal supplier for Magellan’s casting needs.”
Haley Industries Limited produces magnesium and aluminum castings
primarily for the aerospace industry. Haley is a public company whose shares
trade on the Toronto Stock Exchange (T: HLY), with facilities located in
Haley, Ontario and Glendale, Arizona.
Magellan Aerospace Corporation is one of the world’s most integrated and
comprehensive aerospace industry suppliers. Magellan designs, engineers, and
manufactures aeroengine and aerostructure components for aerospace markets,
advanced products for military and space markets, and complementary specialty
products. Magellan is a public company whose shares trade on the Toronto Stock
Exchange (T: MAL), with operating units throughout the United States and
Canada.
For further information: Magellan Aerospace Corporation,
Richard A. Neill, President & Chief Operating Officer, (905) 677-1889
ext. 230; Magellan Aerospace Corporation, William A. Matthews, Vice President
Marketing, (905) 677-1889 ext. 222; Magellan Aerospace Corporation,
John B. Dekker, Vice President Finance & Corporate Secretary, (905) 677-1889
ext. 224; www.magellanaerospace.com; Haley Industries Limited,
Derrick Bartram, President and CEO, (905) 527-9178; Haley Industries Limited,
James C. Lemenchick, Vice President, Finance and Secretary, (613) 432-8841;
email: info(at)haley.on.ca; www.haley.on.ca/