Caterpillar Completes Tender Offer for ERA Mining Machinery Limited, Including Their Siwei Subsidiary

June 6, 2012

 

Caterpillar contact North America:
Rusty L. Dunn
Corporate Public Affairs
309-675-4803
dunn_rusty_l@cat.com

Caterpillar contact Beijing:
Penny Wu
Public Affairs, Caterpillar China
+86 10 592 1422
wu_penny@cat.com



FOR IMMEDIATE RELEASE

 

Caterpillar Completes Tender Offer for ERA Mining Machinery Limited, Including Their Siwei Subsidiary
Acquisition will allow Caterpillar to support growing base of Chinese customers

HONG KONG, China – Underscoring the company’s long-term commitment to China and its growing base of mining customers, Caterpillar Inc. (NYSE: CAT) today announced the completion of its tender offer for ERA Mining Machinery Limited (HKSE: 8043) (“ERA”), including its wholly-owned subsidiary Zhengzhou Siwei Mechanical & Electrical Manufacturing Co., Ltd., commonly known as (“Siwei”).

ERA primarily designs, manufactures, sells and supports underground coal mining equipment in mainland China through Siwei, a stand-alone company known for its deep expertise in producing mining roof support equipment and its focus on strong customer relationships.

“Siwei is an outstanding company with excellent people and great products in an industry that will continue to grow as the world population increases and mass urbanization drives a greater need for commodities,” said Steve Wunning, Caterpillar group president with responsibility for Resource Industries. “This is a strategic decision by Caterpillar to enhance and broaden our offerings for customers in China, and in the long-run will provide Siwei a strong platform for growth beyond China. I am proud to say that Caterpillar has a strong commitment to technical innovation and safety, and we plan to utilize our customer-focused experience through Siwei to help our mining customers become more efficient and safer within the mines.”

This acquisition is aligned with Caterpillar’s strategic imperative to expand its leadership in the Chinese coal mining equipment industry, and positions the Company to capitalize on the robust long-term outlook for coal production in China. Today, China produces almost half of the world’s coal and is forecasted to grow over the next several years.

The Siwei brand will continue to be used and be a part of Caterpillar Global Mining. Siwei currently has approximately 4,300 employees including engineering, manufacturing, sales, services and other management functions. Since its inception in 2003, Siwei has been the fastest-growing mining roof support company in China. Siwei is located in the Henan province in central China, and is adjacent to the major underground coal-producing provinces.

“We intend to maintain the fundamental aspects of Siwei that have made the company so successful and continue with the rapid growth that Siwei has delivered,” said Wunning. “Our goal is to live up to customer needs, which is why this acquisition is so significant. We are going to build on Siwei’s reputation, great products and customer relationships, grow and expand its roof support business in China, and longer term will leverage Caterpillar’s broad global reach to help bring Siwei’s products and expertise to mining customers worldwide.”  

The tender offer was completed after approval from the Ministry of Commerce of the People’s Republic of China (MOFCOM). In the tender offer, Caterpillar received acceptances in respect of 98.89 percent of ERA common stock and approximately 98.26 percent of all outstanding options to purchase ERA common stock. Based on the distribution between ERA shares tendered for the all-cash alternative and the number of shares tendered for the loan note alternative, the final purchase price is estimated at between HKD $5,064 million and HKD $5,693 million on a fully diluted basis, depending on ERA’s performance. Caterpillar intends to exercise its right to compulsorily acquire the remaining shares of ERA common stock that it has not purchased to date under applicable provisions of the Cayman Island Companies Law, under which ERA is incorporated. Caterpillar currently expects to complete the acquisition of the remaining shares of ERA common stock in the third quarter of 2012. 

Caterpillar has a long history in China over the past 30 years. Along with its dealers in China, the Company has about 20,000 employees supporting Caterpillar customers today. Caterpillar has grown from a single sales office in Beijing to a broad footprint across the country—including 18 locations for manufacturing, four research and development facilities, three logistics and parts centers and other offices. Caterpillar continues to make significant investments in China with nine new facilities under construction.    

About Caterpillar:
For more than 85 years, Caterpillar Inc. has been making sustainable progress possible and driving positive change on every continent. With 2011 sales and revenues of $60.138 billion, Caterpillar is the world’s leading manufacturer of construction and mining equipment, diesel and natural gas engines, industrial gas turbines and diesel-electric locomotives. The company also is a leading services provider through Caterpillar Financial Services, Caterpillar Remanufacturing Services, Caterpillar Logistics Services and Progress Rail Services. More information is available at: http://www.caterpillar.com.