ASA Limited Announces Tender Offer Program and Urges Rejection of Laxey Slate at...

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Mon Mar 31, 2008 9:02am EDT

ASA Limited Announces Tender Offer Program and Urges Rejection of Laxey Slate
at Annual General Meeting of Shareholders

    BUFFALO, N.Y., March 31 /PRNewswire-FirstCall/ -- The Board of Directors
of ASA Limited (NYSE: ASA) today announced that it has authorized a tender
offer to purchase up to 25% of the Company's outstanding shares at a purchase
price of 98% of net asset value (NAV) on the date the tender offer expires. In
addition, the Board has approved subsequent annual tender offers in fiscal
year 2009 and 2010, each for 10% of the outstanding shares at a purchase price
of 98% of NAV on the date the tender offer expires. The Company would proceed
with the subsequent tender offer in 2009 or 2010 only if its shares have
traded on the NYSE during a selected 12 week measurement period (the
"Measurement Period") at an average discount from NAV of greater than 10%,
determined on the basis of the average of the NYSE closing price and the
discount per share as of the last trading day in each week. The Measurement
Period will commence on a date designated by the Board of Directors in its
discretion.
    The Board of Directors also has recently authorized the Company to
repurchase its shares in the open market at discounts from net asset value.
These repurchases will benefit shareholders by increasing net asset value per
share. The Board believes that the tender offer program and the share
repurchases in the open market taken together represent a balanced and
responsible allocation of Company assets by providing added value to
shareholders who wish to tender their shares when discounts have been at
persistent high levels and enhancing NAV to all shareholders through the
Company's purchase of shares at market discounts that are attractive from an
investment perspective and are accretive to NAV.
    CEO Robert Irwin stated that the Board has opposed the major tender offer
program proposed by a group of dissident shareholders managed or advised by
Laxey Partners Limited (Laxey), which calls for unlimited semi-annual tender
offers regardless of discount levels, because of the significant negative
impact it would have on the Company's expense ratio and investment performance
and the adverse tax consequences to many shareholders due to the Company's
status as a passive foreign investment company (PFIC). He acknowledged that
these concerns were also present in the Company's program but to a
significantly lesser degree. He stated that the decision to announce the
tender offer program was based on strong views communicated by significant
shareholders, which made it apparent to the Board that a tender offer program
that balanced the interests of short-term and long-term shareholders would be
in the best interests of the Company.
    Strong NAV Performance has Benefited All Shareholders
    Irwin noted that the Board of Directors believes that all shareholders'
interests are best served by achieving strong NAV performance. To this end,
the Board obtained shareholder approval in 2005 for a major liberalization of
the Company's fundamental investment policies, which has permitted greater
portfolio diversification through additional investment in gold and other
precious minerals producers outside of South Africa. In addition, the Board
strengthened the Company's portfolio management through the hiring in early
2007 of an additional investment professional with substantial experience in
investment management and analysis in the precious metals sector. The
Company's performance has clearly benefited from the Board's actions, with
total return (assuming reinvestment of dividends) in fiscal year 2007 of 19.2%
based on NAV and 19.0% based on market value of the Company's shares. This
total return in fiscal year 2006 was 34.9% based on NAV and 31.5% based on
market price.
    Laxey is Focused on its Short-term Arbitrage Interests; Reject Laxey's
Nominees
    Irwin stated that the Board of Directors approved the tender offer program
and the repurchase of shares in the open market after carefully considering
and balancing the interests of short-term and long-term shareholders. He
contrasted this with the major tender offer program proposed by the dissident
shareholders, which he said demonstrated the bias that the dissident
shareholders had toward their own short-term trading interests. Irwin stated
that the three directors targeted by Laxey -- Messrs. Crocker, Farrell and
MacNaught -- were highly experienced, regarded and effective directors who
like all of the Company's current directors would continue to act without bias
in the interests of all shareholders. He strongly urged that shareholders
reject the candidates of the dissident shareholders who clearly are acting in
their own self interest.
    SUPPORT YOUR BOARD OF DIRECTORS IN THE PROXY FIGHT WITH LAXEY
    The Board of Directors requests the support of all shareholders in the
important vote at the upcoming AGM on April 8, 2008. The Board urges
shareholders to vote the RED BAR WHITE proxy card FOR the Board's nominees for
director, FOR the ratification of accountants and AGAINST the Laxey non-
binding tender offer proposal. Telephone and Internet voting are available by
following the instructions on the RED BAR WHITE proxy card or voting
instruction form you received. Alternatively, you should sign, date and mail
the RED BAR WHITE proxy card or voting instruction form in the return envelope
you were provided. The Board requests that all shareholders cast their vote
early without waiting until the last moment to ensure your shares are counted
at the meeting.
    If shareholders have questions or require assistance voting their shares,
please call D.F. King & Co., Inc., which is assisting ASA, at 1-800-549-6746
(toll-free) or 1-212-269-5550 (call collect).
    This announcement is not a recommendation, an offer to purchase or a
solicitation of an offer to sell shares of the Company. The Company has not
commenced the self-tender offer described in this press release. Upon
commencement of the tender offer, the Company will file with the Securities
and Exchange Commission a tender offer statement on Schedule TO and related
exhibits, including an offer to purchase, letter of transmittal, and other
related documents. Shareholders of the Company should read the offer to
purchase and the tender offer statement on Schedule TO and related exhibits
when such documents are filed and become available, as they will contain
important information about the Company's tender offer. Shareholders can
obtain these documents when they are filed and become available free of charge
from the Securities and Exchange Commission's website at www.sec.gov. The
Company will also make available to its shareholders, without charge, the
offer to purchase and letter of transmittal.
SOURCE  ASA Limited

Robert J.A. Irwin, +1-716-883-2428, for ASA Limited; or Shareholders, D.F.
King & Co., Inc., +1-800-549-6746 (toll-free), or collect, +1-212-269-5550
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