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Update on Recommended Offer from Foster Wheeler

31 March 2014

MDM Engineering Group Limited (AIM:MDM), the minerals process and project management company focused on the mining industry, announces the following update in relation to the recommended takeover offer from Foster Wheeler AG, as announced on 13 March 2014.

The Notice of EGM containing information relating to the proposed Merger and details of the EGM is now expected to be despatched to MDM shareholders by 15 April 2014, with the EGM in relation to the Merger expected to be held on or around 6 May 2014.  Subject to the approval of the Merger by MDM shareholders and timely satisfaction of the conditions precedent, MDM still expects the Transaction to be completed in late August 2014, as previously envisaged.  

The Transaction remains subject to certain conditions precedent including obtaining MDM shareholder approval of the Merger at EGM, securing required regulatory approvals (including clearances from the South African Competition authority and the Tanzanian Fair Competition Commission) and no material adverse changes or certain prescribed events (as defined in the MIA) having occurred in relation to MDM’s business.

Note: All definitions included within this announcement are as defined in the announcement of 13 March 2014.


MDM Engineering Group Limited

Martin Smith (CEO)
George Bennett (Executive Director)

Tel: +27 (0) 11 993 4300

Canaccord Genuity Limited
NOMAD and Broker

Neil Elliot
Chris Fincken

Tel: +44 (0)20 7523 8000

Tavistock Communications
Financial Public Relations and Investor

Emily Fenton
Jos Simson

Tel: +44 (0)20 7920 3150

ABout Foster Wheeler:

Foster Wheeler AG (Nasdaq: FWLT) is a global engineering and construction company and power equipment supplier delivering technically advanced, reliable facilities and equipment. The company employs approximately 13,000 talented professionals with specialized expertise dedicated to serving its clients through one of its two primary business groups. The company’s Global Engineering and Construction Group designs and constructs leading-edge processing facilities for the upstream oil and gas, LNG and gas-to-liquids, refining, chemicals and petrochemicals, power, minerals and metals, environmental, pharmaceuticals, biotechnology and healthcare industries. The company’s Global Power Group is a world leader in combustion and steam generation technology that designs, manufactures and erects steam generating and auxiliary equipment for power stations and industrial facilities and also provides a wide range of aftermarket services. The company is based in Zug, Switzerland, and its operational headquarters office is in Reading, United Kingdom. For more information about Foster Wheeler, please see

Barclays Bank PLC, which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority, is acting exclusively for Foster Wheeler and no one else in connection with the Transaction and will not be responsible to anyone other than Foster Wheeler for providing the protections afforded to its clients or for providing advice in relation to the Transaction or in relation to the contents of this announcement or any transaction or any other matters referred to herein.



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