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RusAl, SUAL, Glencore to close merger deal in week's

Thursday, Mar 15, 2007
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BARI, Italy, March 14  -- The deal to consolidate Russia's RusAl and SUAL, and the alumina assets of Swiss Glencore may be closed in a week's time, SUAL co-owner Viktor Vekselberg said on Wednesday.

"I hope this will happen in a week from now," Vekselberg, who is in Italy as a member of the Russian delegation accompanying President Vladimir Putin on a visit, said.

RusAL and SUAL, and Glencore signed an agreement on the creation of a united company, Russian Aluminium, in October 2006 and planned to close the deal by April 1.

RusAl CEO Alexander Bulygin will be the director general of the new company. Its board of directors will consist of12 members. In addition to the chairman of the board of directors, it will also include six representatives of RusAl, two representatives of SUAL, and one representative of Glencore, as well as two independent directors.

The question of who will be the chairman of the board of directors remains open. SUAL President Bryan Gilbertson, who was supposed to take this post, has decided to resign. According to unofficial information, Vekselberg may take up the job.

In the new company, RusAl will own 66 percent of shares, SUAL 22 percent, and Glencore 12 percent. United Company Rusal Limited, registered on the Island of Jersey in October 2006, will become the holding.

The united company will incorporate such of RusAl's assets as Bratsk, Krasnoyarsk, Novokuznetsk, Sayanogorsk aluminium plants, Achinsk alumina plant, Boksitogorsk alumina plant, bauxite-alumina plant in Friquia, Guinea, Societe de Bauxite de Kindia, Guinea, Bauxite Company of Guayana, a stake in the QAL alumina plant, Australia, as well as Armenal, Sayanal, a cathode plant in China, 56.2 percent of the Italian alumina plant EurAllumina, and the Nikolayev alumina plant.

SUAL will contribute the Irkutsk, Ural, Kandalaksha, Bogoslovsky, Nadvoitsk, Volgograd, and Volkhov aluminium plants, the Pikalevo alumina plant, SUBR, Ural Foil, and Kremny, SUAL-Kremny-Ural, SUAL-PM, and the Zaporozhye aluminium plant.

Glencore will provide its alumina plants in Ireland and Yamaika, a stake in EurAllumina, Italy, and the aluminium plant Kubikenborg, Sweden.

Russia's Federal Antimonopoly Service (FAS) in January approved the merger of RusAl, SUAL, and Glencore.

FAS chief Igor Artemiev said "the merger would bring about the creation of Russia's first-ever transnational corporation, the leader of the world's aluminium industry, which fully agrees with world trends, such as consolidation and globalisation."

"It will further enhance Russia's positions as a full-fledged participant in international economic integration and its influence in world markets," he said. "We have made the fundamental decision to authorize this deal. Within two weeks from now we shall complete the work related to formalising our conclusion and instructions," Prime-Tass quotes Artemiev as saying.

For his part, RUSAL General Director Alexander Bulygin told the FAS board that "creation of a new world leader in the aluminium industry as a result of the merger of RusAl, SUAL, and Glencore's alumina assets will not only create access to world reserves of top class raw materials necessary for aluminium production that Russia lacks in sufficient amounts, but also raise the competitiveness of Russian enterprises in international markets through the concentration of investments and of the companies' technologies and know-how."

"The basic competitive edges of the united company -- presence in the key markets, access to energy resources and raw materials reserves, a unique production and technological basis and financial potential – will serve as a basis for the company's further development as a global energy and metallurgical giant," Bulygin said.

RusAl, SUAL, and Glencore on September 9, 2006 declared they were pooling their assets to create a Russian aluminium company.

Upon the merg

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