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Freeport-McMoRan, Phelps Dodge approve acquisition

RP news wires, Noria Corporation

Freeport-McMoRan Copper & Gold Inc. (FCX) and Phelps Dodge Corporation announced that the shareholders of both companies approved FCX’s acquisition of Phelps Dodge at special meetings held on March 14. At each meeting, approximately 98 percent of the votes cast supported the transaction.

Richard C. Adkerson, FCX’s president and CEO, said, “We are pleased with the approval from shareholders which will allow us to complete the acquisition of Phelps Dodge. This is an exciting time for our company as we transform FCX into the world’s largest publicly traded copper producer.”

Under the terms of the merger agreement, Phelps Dodge shareholders will receive $88 in cash and 0.67 of a share of FCX’s common stock for each Phelps Dodge common share, which is equivalent to a value of $125.53 based on the closing price of FCX’s common stock on March 13. The cash portion of $18 billion represents approximately 70 percent of the total consideration. Following completion of the transaction, there will be approximately 334 million shares outstanding.

The transaction is expected to close on March 19.

FCX stockholders also approved an increase in the number of authorized shares of FCX common stock from 423.6 million to 700 million.

Upon the closing of the merger, FCX will operate a geographically diverse portfolio of long-lived reserves of copper, gold and molybdenum. The Grasberg mine, the world’s largest copper and gold mine in terms of reserves, will be the key asset of the combined company. FCX will operate significant mining operations in North and South America and will proceed with the initial development of the world-class Tenke Fungurume project in the Democratic Republic of Congo.

FCX explores for, develops, mines and processes ore containing copper, gold and silver in Indonesia, and smelts and refines copper concentrates in Spain and Indonesia.

Phelps Dodge is one of the world’s leading producers of copper and molybdenum and is the largest producer of molybdenum-based chemicals and continuous-cast copper rod. The company employs 15,000 people worldwide.

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