Business Services Industry

General Cable Corporation to Acquire the Global Wire and Cable Business of Freeport-McMoRan Copper & Gold Inc., Further Building a Worldwide Leader in Energy Infrastructure Cable

Business Wire, Sept 12, 2007

HIGHLAND HEIGHTS, Ky. -- General Cable Corporation (NYSE: BGC) (the Company) announced today that it has agreed to acquire the global wire and cable business of Freeport-McMoRan Copper & Gold Inc. (NYSE: FCX) (Freeport), which operates as Phelps Dodge International Corporation (PDIC). PDIC was acquired by Freeport as part of the acquisition of Phelps Dodge Corporation in March 2007. The purchase price is approximately $735 million, subject to adjustment as provided in the Stock Purchase Agreement. In addition to utilizing its available cash, the Company has secured commitments from Merrill Lynch Capital Corporation to provide an increased secured revolving line of credit and an additional secured interim loan necessary to fund the purchase price.

On an annual basis, General Cable estimates that the acquisition will contribute approximately $1.4 billion in revenues at current metal prices and is expected to be accretive to earnings in the first full year by $0.20 to $0.30 cents per share based upon 2006 results. The combined companies expect to derive additional benefits over time through cross-selling opportunities, logistics and purchasing synergies, and the implementation of best practices throughout the entire organization. PDIC's performance in the first half of 2007 continued to trend positively.

Key Strategic Rationale

The acquisition offers General Cable an opportunity to further enhance its global scale and worldwide leadership in the wire and cable industry with critical mass in many emerging markets. PDIC brings a number of very positive characteristics, including:

* Complementary geographic coverage focused on energy infrastructure, construction and industrial cables serving emerging and faster growing markets in Latin America, sub-Saharan Africa, Southeast Asia, as well as India and China.

* Experienced management team doing business in 45 countries around the world.

* Demonstrated expertise in aerial and buried high-voltage transmission systems.

* Addition of a well-recognized, highly respected brand in the wire and cable industry with more than 50 years of history.

* Shared business philosophies of safety, Lean manufacturing, and a "One Company" approach to internal operations and customers.

* Accretive in year one with significant upside potential.

"The acquisition of PDIC is truly a unique opportunity, greatly accelerating our initiative to expand into many of the faster growing emerging economies of the world," said Gregory B. Kenny, President and Chief Executive Officer of General Cable. "We are effectively merging one company principally concentrated in North America, Western Europe and Oceania with one focused in Latin America, sub-Saharan Africa and Southeast Asia. In addition, PDIC shares many of the same philosophies that have defined General Cable over the years which include an emphasis on safety, Lean manufacturing, strong operating systems and a "One Company" approach to internal operations and customers. PDIC has an experienced and disciplined management team led by Mathias Sandoval, President of Phelps Dodge International Corporation," Kenny continued.

"Mr. Sandoval has spent 24 years with PDIC and has developed a reputation for operating effectively in multiple cultures. His strong and sustaining global vision has underpinned superior operating results and exceptional asset utilization. We are delighted that Mr. Sandoval has agreed to continue to lead the PDIC organization post-acquisition, as well as assume additional operating responsibility for certain existing General Cable assets. Mathias' skills will complement the General Cable senior management team who have successfully expanded the geographic footprint and served markets of the Company over the last ten years. We also believe there is an opportunity to utilize capacity within the PDIC organization to support our recent expansion into new markets, utilizing less capital than previously contemplated," Kenny said.

PDIC has manufacturing and distribution facilities around the world with leading market positions in South and Central America, Africa and Southeast Asia. PDIC has approximately 3,000 employees. In addition to 10 majority-owned manufacturing and numerous distribution facilities, PDIC also has equity positions in wire and cable companies in China, Hong Kong, and the Philippines. For the year ended December 31, 2006, PDIC reported revenues of approximately $1.2 billion and operating earnings of approximately $77 million. In the first six months of 2007, PDIC's operating performance continued to strengthen as did its revenue base.

PDIC has little geographic overlap with General Cable. Sales are primarily focused on energy products for utility, industrial and construction applications. Additionally, PDIC has copper and aluminum rod mills on three continents, a source of competitive advantage in developing regions.

Just over half of PDIC's revenues are generated from manufacturing assets located in South and Central America, where leading market positions are held and where General Cable has a minor presence. PDIC brings over $200 million of revenues in sub-Saharan Africa, where General Cable participates on a much smaller scale. PDIC is a leader in Southeast Asia and India with positions that nicely complement General Cable's current activities in India, China and Oceania. As well, PDIC has equity investments in two companies serving the Chinese energy cable market as well as one in the Philippines. PDIC also has well developed global sales channels for its energy infrastructure products made in Thailand and South America.

 

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