Headline: Dominion Bridge Corporation Receives Acquisition Proposals ====================================================================== MONTREAL, Canada--(BUSINESS WIRE)--Jan. 23, 1998--
Board Forms Negotiating Committee
Dominion Bridge Corporation (NASDAQ/NMS: DBCO; VSE: DMO.U) announced today that, at a meeting of its board of directors held yesterday, it received two proposals for a business combination with the company. The board of directors has formed a Negotiating Committee comprising three directors and a representative from the company's investment banker, Legg Mason Wood Walker. The committee is mandated to negotiate with the two potential acquirers to enhance the net value of the proposed transactions to the shareholders of the company. The objective of the committee, in cooperation with Legg Mason, is to present to the board of directors for its consideration, a definitive proposal as soon as reasonably possible.
The board of directors also approved a private placement of 6,153,840 units at a price of US $2.60 per unit. Each unit consists of one common share and one-tenth of a share purchase warrant. Each whole warrant is exercisable for a three-year period at a price of US $3.00 per share. The company believes that the additional equity will put it on a better footing to negotiate a value-added transaction with potential acquirers.
The private placement does not prohibit a business combination. Both companies that made proposals have been made aware of the private placement and have decided to proceed with their negotiations with the company. The equity investor, Sanda Investment Group ("Sanda") of Sweden, is an industrial group with diverse interests in Europe and has expressed its interest to assist the company in gaining a presence in European markets. The private placement is subject to regulatory approval. Dominion Bridge was established in 1879. The company is active in the international engineering and infrastructure markets. It manages projects and operates facilities in North and South America, Europe and the Asia Pacific. Dominion Bridge Corporation's subsidiaries are Dominion Bridge, Inc., Steen Becker, Inc. and Davie Industries. Its Australian subsidiary, McConnell Dowell Corporation, is a major Asia Pacific engineering firm. 1998
This news release is neither approved nor disapproved by the Vancouver Stock Exchange.
CONTACT: L. B. Stauffer, Sr. VP John Chuhran, Media Consultant Porter, LeVay & Rose, Inc. (212) 564-4700 or Company Contact: Francois Morin (514) 634-3550
KEYWORD: NEW YORK INDUSTRY KEYWORD: BUILDING/CONSTRUCTION
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