The financial terms offered to shareholders are the same as those offered in AGC's initial take over bid, which ended on May 6, 2002. The terms are also identical to those on which AGC acquired 495,857 shares in an off-market transaction on August 14, 2002.
AGC offers a cash price of EUR 140.86 per Glaverbel share, which is equal to the price per share offered in the original tender offer (EUR 145) minus the gross amount of the dividend paid in the meantime (EUR 4.14), as decided by the Annual Meeting of May 29, 2002. As regards the other outstanding equity securities, being the convertible bonds and the stock options, AGC offers a cash price calculated according to the same methodologies as those applied in the initial offer.
Bank Degroof, the Belgian investment bank retained by AGC as independent expert, has confirmed that the price proposed safeguarded the interests of holders of securities.
The board of directors of Glaverbel met on September 24 to consider the offer, the draft prospectus and the opinion of Bank Degroof, and considered that the financial terms proposed were adequate.
The draft prospectus has been formally submitted to the Banking and Finance Commission for review.
Commenting on this transaction, Mr. Masayuki Kamiya, Director Corporate Planning of AGC, stated: "We are very pleased with this operation, which we hope to complete before the end of the year. The Asahi group is now, more than ever, ready to implement its future oriented strategy of global planning and integration while maintaining empowerment to regional management where appropriate. In this context, Glaverbel will continue to play a key role in our group."