TAMPA, FL, July 28 /PRNewswire-FirstCall/ - Gerdau S.A.
(Bovespa: GGBR, NYSE: GGB, Latibex: XGGB) and Gerdau Ameristeel
Corporation (NYSE: GNA, TSX: GNA) announced today that both ISS
Proxy Advisory Services (ISS) and Glass Lewis & Co., leading
proxy advisory firms who provide advice and voting recommendations
to shareholders, have each published a report recommending that
their subscribers vote "FOR" the resolution approving the plan of
arrangement between Gerdau S.A. and Gerdau Ameristeel Corporation
announced on June 2, 2010 pursuant to
which Gerdau S.A. would acquire all of the common shares of Gerdau
Ameristeel Corporation that it does not already own at a price of
US$11.00 cash per common share. Both
reports point to, among other things, the significant premium being
provided to the minority shareholders, as well as the unanimous
support of the Gerdau Ameristeel Corporation special committee of
independent directors, in concluding that minority shareholders
should support the transaction. Copies of the reports are available
upon request to the investor relations contacts of Gerdau S.A. and
Gerdau Ameristeel Corporation.
"We are pleased to have received positive recommendations in
favour of the transaction from leading independent sources such as
ISS and Glass Lewis & Co.," said Jorge
Gerdau Johannpeter, Chairman of the Board of Directors of
Gerdau S.A. "The recommendations from these respected proxy
advisory firms are further evidence that the transaction is fair to
the minority shareholders."
A special meeting of Gerdau Ameristeel Corporation's
shareholders is currently scheduled to be held at the TMX Broadcast
Centre, The Exchange Tower, 130 King Street West, Toronto, Ontario, Canada on August 10, 2010, commencing at 10:00 a.m. (Toronto time) to consider the transaction.
Shareholders are urged to carefully read the information circular
dated July 7, 2010 that was mailed to
them in connection with the transaction. Proxies must be received
no later than 5:00 p.m. (Toronto time) on August
6, 2010.
Shareholders who have questions regarding the contents of the
information circular or require assistance in completing their
proxy forms are urged to contact Gerdau S.A., Gerdau Ameristeel
Corporation or their proxy solicitation agent, The Laurel Hill
Advisory Group Company, toll-free, at 1-866-508-3236.
About Gerdau S.A. (www.gerdau.com.br)
Gerdau S.A. is the leading producer of long steel in the
Americas and one of the world's largest suppliers of special long
steel. It has plants in 14 countries spanning the Americas,
Europe and Asia, with total installed capacity of more
than 25 million metric tons of steel. It is the largest recycler in
Latin America, transforming
millions of metric tons of scrap into steel every year. With over
140,000 shareholders, Gerdau S.A.'s publicly-held companies are
listed in the stock exchanges of São Paulo (Bovespa: GGBR4, GGBR3,
GOAU4, GOAU3 and AVIL3), New York
(NYSE: GNA, GGB), Toronto (GNA:
TO), Madrid (Latibex: XGGB) and
Lima (BVL: SIDERC1).
About Gerdau Ameristeel Corporation
(www.gerdauameristeel.com)
Gerdau Ameristeel Corporation is the second largest mini-mill
steel producer in North America,
with annual manufacturing capacity of approximately 10 million
metric tons of mill finished steel products. Through its vertically
integrated network of mini-mills, scrap recycling facilities and
downstream operations, Gerdau Ameristeel Corporation serves
customers throughout the United
States and Canada. The
Company's products are generally sold to steel service centers,
steel fabricators, or directly to original equipment manufacturers
for use in a variety of industries, including non-residential,
infrastructure, commercial, industrial and residential
construction, metal building, manufacturing, automotive, mining,
cellular and electrical transmission and equipment manufacturing.
Gerdau Ameristeel Corporation's majority shareholder is Gerdau
S.A.
Forward Looking Statements
This release contains forward-looking statements relating to the
proposed acquisition by Gerdau S.A. of the shares of Gerdau
Ameristeel Corporation that Gerdau S.A. does not already own,
including statements regarding the completion of the proposed
transaction and other statements that are not historical facts.
Such forward-looking statements are subject to important risks and
uncertainties including, without limitation, approval of applicable
governmental authorities, required Gerdau Ameristeel Corporation
shareholder approval and necessary court approvals if the
transaction is implemented by way of a plan of arrangement. As a
result of these risks and uncertainties, the proposed transaction
could be modified, restructured or not be completed, and the
results or events predicted in these forward-looking statements may
differ materially from actual results or events. These
forward-looking statements are not guarantees of future
performance, given that they involve risks and uncertainties.
Gerdau S.A. and Gerdau Ameristeel Corporation do not assume and
expressly renounce any obligation to update any of these
forward-looking statements, which are only applicable on the date
on which they were made. Additionally, Gerdau S.A. and Gerdau
Ameristeel Corporation undertake no obligation to comment on
expectations of, or statements made by third parties in respect of
the proposed transaction.
SOURCE Gerdau Ameristeel Corporation