The Treasurer, Mr Swan, announced late on Friday that he had stopped the takeover proposal by China Minmetals for OZ Minerals on the grounds of national interest. His reason was that the proposal included the Prominent Hill Mine which is in the Woomera Prohibited Area.
Commenting on the statement, OZ Minerals Limited Managing Director and CEO, Andrew Michelmore said, “OZ Minerals is now in discussion with Minmetals regarding possible changes to the proposed transaction structure in light of the Treasurer’s statement and will make a further announcement in this regard as soon as possible.” OZ Minerals remains in constructive negotiations with its banks regarding the pending extension of certain of its loan facilities due on 31 March 2009.
As Mr Swan said in his statement, the Foreign Investment Review Board is continuing its talks with Minmetals in relation to OZ Minerals other businesses and assets.
So even if Minmetals cannot buy Prominent Hill it may still get three other mines. It is as important as ever that this proposal is stopped on the grounds of national interest. Another sovereign nation must not own Australia's sovereign assets. Sell the minerals, not the mine.
Please sign the petition and send the link to as many other people as possible.
The Treasurer's Statement:
FOREIGN INVESTMENT
Today I advise of progress in my consideration of the takeover proposal by China Minmetals Non-Ferrous Metals Co Ltd for 100 per cent of Oz Minerals Ltd.
Under the Foreign Acquisitions and Takeovers Act 1975, all foreign investment applications are examined against Australia's national interest.
An important part of this assessment is whether proposals conform with Australia's national security interests, in line with the principles that apply to foreign government related investments.
OZ Minerals' Prominent Hill mining operations are situated in the Woomera Prohibited Area in South Australia. The Woomera Prohibited Area weapons testing range makes a unique and sensitive contribution to Australia's national defence.
It is not unusual for governments to restrict access to sensitive areas on national security grounds.
The Government has determined that Minmetals' proposal for Oz Minerals cannot be approved if it includes Prominent Hill. I have informed Minmetals of this decision.
Discussions between the Foreign Investment Review Board and Minmetals are continuing in relation to Oz Minerals' other businesses and assets, and the Government is willing to consider alternative proposals relating to those other assets and businesses.
The Government issued an interim order on this application on 23 March 2009.
BRISBANE
27 March 2009
OZ Minerals statement:
ASX Release
Minmetals Offer Update –
Information from the Treasurer
The Treasurer of Australia has today released the following statement.
“Today I advise of progress in my consideration of the takeover proposal by China Minmetals Non-Ferrous Metals Co Ltd for 100 per cent of OZ Minerals Ltd.
Under the Foreign Acquisitions and Takeovers Act 1975, all foreign investment applications are examined against Australia's national interest. An important part of this assessment is whether proposals conform with Australia's national security interests, in line with the principles that apply to foreign government related investments.
OZ Minerals' Prominent Hill mining operations are situated in the Woomera Prohibited Area in South Australia. The Woomera Prohibited Area weapons testing range makes a unique and sensitive contribution to Australia's national defence.
It is not unusual for governments to restrict access to sensitive areas on national security grounds. The Government has determined that Minmetals' proposal for OZ Minerals cannot be approved if it includes Prominent Hill. I have informed Minmetals of this decision.
Discussions between the Foreign Investment Review Board and Minmetals are continuing in relation to OZ Minerals' other businesses and assets, and the Government is willing to consider alternative proposals relating to those other assets and businesses.
The Government issued an interim order on this application on 23 March 2009.
Commenting on the statement, OZ Minerals Limited Managing Director and CEO, Andrew Michelmore said, “OZ Minerals is now in discussion with Minmetals regarding possible changes to the proposed transaction structure in light of the Treasurer’s statement and will make a further announcement in this regard as soon as possible.”
OZ Minerals remains in constructive negotiations with its banks regarding the pending extension of certain of its loan facilities due on 31 March 2009.
On Tuesday March 31 Oz Minerals released this statement:
OZ Minerals Request for voluntary suspension
31 Mar 2009
OZ Minerals Limited has requested that its shares be suspended prior to the commencement of trading.
Following the statement made on Friday 27 March 2009 by the Treasurer of Australia in respect of the proposed acquisition of OZ Minerals by China Minmetals Non-ferrous Metals (Minmetals), OZ Minerals has received an alternative incomplete proposal (Proposal) from Minmetals which, when completed, will result in Minmetals acquiring all of OZ Minerals’ assets except for Prominent Hill, Martabe and the Company’s portfolio of listed assets, including Toro Energy Limited. The Proposal will also provide a complete solution to OZ Minerals’ refinancing issues.
Also, and as previously advised, OZ Minerals is currently seeking a further extension to the refinancing date for certain of its banking facilities. At present, those facilities are due to be refinanced today and, notwithstanding recent events, the Company expects that those negotiations will be completed satisfactorily having regard to the Proposal.
OZ Minerals is concerned that, as the Proposal and the refinancing extension negotiations are subject to confidentiality provisions and are not yet complete, the Company may not be able to keep the market fully informed of relevant developments.
OZ Minerals will make a definitive announcement regarding its refinancing negotiations before the commencement of trading tomorrow and will endeavour to make a definitive announcement regarding the Proposal in the same timeframe. The Company expects to seek re-instatement to normal trading on 1 April 2009.
Fortescue Metals Group and Hunan Valin Iron and Steel Group
On Tuesday March 31 the Treasurer Mr Swan announced the approval of the application by Hunan Valin Iron and Steel Group for up to a 17.55 per cent shareholding in Fortescue Metals Group. This is his statement:
Foreign Investment Decision
Today I approve the application by Hunan Valin Iron and Steel Group for up to a 17.55 per cent shareholding in Fortescue Metals Group, subject to the formal and strict undertakings I have sought from Hunan Valin, and which have also been agreed to by Fortescue Metals Group.
These undertakings are as follows:
- Any person nominated by Hunan Valin to Fortescue's board will comply with the Director's Code of Conduct maintained by Fortescue;
- Any person nominated by Hunan Valin to Fortescue's board will submit a standing notice under the Corporations Act 2001 of their potential conflict of interest relating to Fortescue's marketing, sales, customer profiles, price setting and cost structures for pricing and shipping; and
- Hunan Valin and any person nominated by it to Fortescue's board will comply with the information segregation arrangements agreed between Fortescue and Hunan Valin.
Hunan Valin will report to FIRB on its compliance with these undertakings.
These undertakings ensure consistency with Australia's national interest principles for investments by foreign government entities, which I set out in February 2008. They ensure the appropriate separation of Fortescue's commercial operations and customer interests, and support the market-based development of Australia's resources.
Penalties for non-compliance with these undertakings are contained in the Corporations Act 2001 and breaches of the Code of Conduct can lead to the director's removal from the company board.
I note Fortescue's involvement in negotiating the above arrangements, and its responsibility to its shareholders for enforcement of the company's Directors' Code of Conduct.
Under the proposal, Fortescue has agreed to issue new shares to Hunan Valin to raise funds for the next expansion phase of its iron ore mining operations in the Pilbara. Hunan Valin also intends to acquire some shares from other shareholders.
Consistent with this approval and with its agreement with Fortescue, Hunan Valin will not hold above 17.55 per cent in total.
It is on these bases that I have approved the acquisition under the Foreign Acquisitions and Takeovers Act 1975.
31 March 2009