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The purchase consideration payable in terms of the offer would be R2,600 in cash per Assmang share, which equated to a total consideration of R368m and valued Assmang at R9.2bn.
Assmang ended the JSE unchanged at 2,601 rand per share.
"The cash consideration represents a premium of 28.6% to the 30-day volume weighted average Assmang share price of R2,022 up to and including Tuesday. Assore and ARM, who collectively own 96% of Assmang's shares, currently jointly control Assmang," Assore said in a statement.
Should the scheme be implemented, Assore would acquire all of the Assmang shares held by the minority shareholders of the company.
If the scheme of arrangement and the sale of the 0.35% equity interest in Assmang held by ARM to Assore were implemented, Assore and ARM would jointly control Assmang with each holding a 50% equity interest.
Assmang would be delisted from the JSE with effect from the end of February 2006.
"The offer will facilitate the revision of the agreement governing the existing relationship between Assore and ARM and a modified joint control agreement will be implemented once the scheme of arrangement and the 0.35% Assmang equity interest sale transaction between Assore and ARM become unconditional," the chairperson of Assore Des Sacco said.
"The new shareholding structure and the joint control agreement will simplify the existing control arrangement in respect of Assmang. Assore and ARM will now continue to maximise value from Assmang's substantial resource," ARM chief executive officer Andre Wilkens said.
The Assmang board has engaged KPMG to provide a fair and reasonable opinion on the terms and conditions of the offer and KPMG has provided a favourable preliminary opinion to the Assmang board.
KPMG's final opinion will be provided to shareholders in the scheme circular, which will be posted to Assmang shareholders on December 7 2005.
It is expected that the scheme meeting will take place on January 30 2006.
