TEL AVIV, Israel, March 27, 2015 /PRNewswire/ --
- Offer is for C$.50 per
share for the 84% of Allana that ICL does not own, and will be paid
by ICL in cash and in ICL common stock
- Acquisition of Allana will enable ICL to accelerate the
development of Allana's concession to mine potash in Ethiopia
- ICL's offer is supported by Allana's Board of
Directors
ICL (NYSE and TASE: ICL), a
global manufacturer of products that fulfill essential needs in the
agriculture, processed food and engineered materials markets, today
announced that it entered into an arrangement agreement with Allana
Potash Corp., a company that focuses on the acquisition and
development of potash assets and whose shares are traded on the
Toronto Stock Exchange (TSX: AAA), to acquire
all the common shares of Allana. ICL currently holds 16.36%
of Allana's shares which it acquired in 2014, and has offered to
acquire all of the other outstanding common shares of Allana. The
consideration offered to Allana shareholders is C$.50 per share, or approximately C$137 million, and will be paid by ICL in cash
and shares of ICL's common stock. The transaction is supported by
Allana's Board of Directors, and will be undertaken by way of a
plan of arrangement under Canadian law. The transaction is subject
to certain customary conditions, including among others, applicable
regulatory approvals.
ICL's original purchase of common shares in Allana derived from
an alliance agreement between ICL and Allana in 2014 that included
an off-take agreement in which ICL received the right to purchase
and market one million tons of potash mined from the Danakhil mine
in the Afar region of northeast Ethiopia once production commences.
Allana holds a concession to mine potash in Ethiopia, through its subsidiary, Allana
Potash Afar Plc. Pursuant to its feasibility study, Allana
estimates that its Danakhil project could yield up to one million
tonnes of muriate of potash production per year for 25 years.
ICL's offer is in line with the company's "Next Step Forward"
strategy to broaden its sources of raw materials globally while
reducing ICL's production costs and focusing on high growth
emerging markets that will support the company's growth over the
next decade. ICL currently produces potash at mines located in
Israel, Spain and the UK, and in 2014 it sold over
five million tonnes of potash to external customers worldwide.
Acquiring ownership of Allana will enable ICL to control the
development of the Danakhil project, accelerate pre-construction
engineering design work, as well as secure project financing and
reduce the company's risks associated with the project. Acquiring
Allana will further contribute to ICL's commitment to the project,
thereby increasing the potential of its successful development.
ICL believes that the Ethiopian government is fully supportive
of developing the country's potash resources in order to unlock the
potential of agriculture in Ethiopia, increase productivity and improve
balanced fertilization, especially among Ethiopia's small farmers, and that the
government has indicated its interest in supporting ICL's efforts
through the development of the required infrastructure and
provision of natural resources that will be required to develop the
large-scale mining project at Dallol.
Over the past year, ICL has accelerated its potash production
and market development efforts in Africa in order to create a market for potash
by sponsoring, in conjunction with Ethiopia's Ministry of Agriculture and its
Agriculture Transformation Agency, a 'Potash for Growth' potash
awareness program. The program includes the creation of hundreds of
potash demonstration plots in Ethiopia, support of a nationwide soil
fertility mapping effort to recommend optimal fertilizer
applications on local levels, and sponsorship of research by
graduate students at Ethiopian universities to increase knowledge
of balanced fertilization and develop specialists in plant
nutrition.
About ICL
ICL is a global manufacturer of products based on specialty
minerals that fulfill humanity's essential needs primarily in three
markets: agriculture, food and engineered materials. The
agricultural products that ICL produces help to feed the world's
growing population. The potash and phosphates that it mines and
manufactures are used as ingredients in fertilizers and serve as an
essential component in the pharmaceutical and food additives
industries. The food additives that ICL produces enable people to
have greater access to more varied and higher quality food. ICL's
water treatment products supply clean water to millions of people,
as well as to industry around the world. Other substances, based on
bromine and phosphates, help to create energy that is more
efficient and environmentally friendly, prevent the spread of
forest fires and allow the safe and widespread use of a variety of
products and materials.
ICL benefits from a broad presence throughout the world and
proximity to large markets, including in emerging regions. ICL
operates within a strategic framework of sustainability that
includes a commitment to the environment, support of communities in
which ICL's manufacturing operations are located and where its
employees live, and a commitment to all its employees, customers,
suppliers and other stakeholders.
ICL is a public company whose shares are dual listed on the New
York Stock Exchange and the Tel Aviv Stock Exchange (NYSE and TASE:
ICL). The company employs approximately 12,500 people worldwide,
and its sales in 2014 totaled US$6.1
billion. For more information, visit the company's website
at http://www.icl-group.com
Forward Looking Statement
This press release contains forward-looking assessments and
judgments regarding macro-economic conditions and the Group's
markets, and there is no certainty as to whether, when and/or at
what rate these projections will materialize. Management's
projections are likely to change in light of market fluctuations,
especially in ICL's manufacturing locations and target markets. In
addition, ICL is likely to be affected by changes in the demand and
price environment for its products as well as the cost of shipping
and energy, whether caused by actions of governments, manufacturers
or consumers. ICL can also be affected by changes in the capital
markets, including fluctuations in currency exchange rates, credit
availability, interest rates, etc.
PRESS CONTACT
Amiram Fleisher
Fleisher Communications
+972-3-6241241
amiram@fleisher-pr.com