-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VwkJwbrW9gPt4laR/JgQQ4DolDkE41+NtXTmCD7qeiXsDj2P3/vLk9PuCG5MC4v7 /6/yVEDPOahX5nw7ZCWxmw== 0000914121-07-000271.txt : 20070205 0000914121-07-000271.hdr.sgml : 20070205 20070205151135 ACCESSION NUMBER: 0000914121-07-000271 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070205 DATE AS OF CHANGE: 20070205 GROUP MEMBERS: GLENCORE HOLDING AG GROUP MEMBERS: GLENCORE INTERNATIONAL AG SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MILACRON INC CENTRAL INDEX KEY: 0000716823 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY, NEC [3559] IRS NUMBER: 311062125 STATE OF INCORPORATION: DE FISCAL YEAR END: 1228 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-40853 FILM NUMBER: 07580073 BUSINESS ADDRESS: STREET 1: 2090 FLORENCE AVENUE STREET 2: PO BOX 63716 CITY: CINCINNATI STATE: OH ZIP: 45206 BUSINESS PHONE: 5134875000 MAIL ADDRESS: STREET 1: 2090 FLORENCE AVENUE STREET 2: P.O. BOX 63716 CITY: CINCINNATI STATE: OH ZIP: 45206 FORMER COMPANY: FORMER CONFORMED NAME: CINCINNATI MILACRON INC /DE/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: CINCINNATI MILACRON HOLDINGS INC DATE OF NAME CHANGE: 19830503 FORMER COMPANY: FORMER CONFORMED NAME: CINCINNATI MILLING MACHINE CO DATE OF NAME CHANGE: 19600201 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GLENCORE FINANCE AG CENTRAL INDEX KEY: 0001284714 IRS NUMBER: 00000000 STATE OF INCORPORATION: V8 FILING VALUES: FORM TYPE: SC 13D/A SC 13D/A 1 gl7222264-13da5.txt SCHEDULE 13D (AMENDMENT NO. 5) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5) Milacron Inc. ------------------------------------------------------------------------ (Name of Issuer) Common Shares - Par Value $.01 ------------------------------------------------------------------------ (Title of Class of Securities) 598709103 (CUSIP Number) Steven N. Isaacs Matthew M. Weber Glencore Finance AG Cadwalader, Wickersham & Taft LLP Baarermattstrasse 3 One World Financial Center CH-6341 Baar New York, New York 10281 Switzerland (212) 504-6000 011-41-41-709-2340 ------------------------------------------------------------------------ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 1, 2007 --------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box [ ]. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent. SCHEDULE 13D - --------------------------- -------------------------- CUSIP No. 598709103 Page 2 of 12 - --------------------------- -------------------------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Glencore Finance AG - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a)[X] (b)[ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS (See Instructions) (See Item #3) AF - -------------------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Switzerland - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER 0 NUMBER OF SHARES ------------------------------------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 33,432,142 (1) EACH REPORTING ------------------------------------------------------------- PERSON 9 SOLE DISPOSITIVE POWER WITH 0 ------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 33,432,142 (1) - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 33,432,142 (1) - -------------------------------------------------------------------------------- 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [X] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 30.39% (2) - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON (See Instructions) CO - -------------------------------------------------------------------------------- (1) Shares reported are shares of common stock on a fully diluted, as-converted basis (excluding accrued but unpaid dividends), together with 575,000 shares of common stock issuable upon exercise of the Contingent Warrants (as defined below) beneficially owned by Glencore (as defined below). (2) If calculated strictly in accordance with Rule 13d-3(d)(1)(i), such that Glencore, but no other person, is deemed to have exercised its derivative rights, then Glencore would be deemed to beneficially own 39.00% of the common stock of Milacron (as defined below). - -------------------------------------------------------------------------------- SCHEDULE 13D - --------------------------- -------------------------- CUSIP No. 598709103 Page 3 of 12 - --------------------------- -------------------------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Glencore International AG - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a)[X] (b)[ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS (See Instructions) (See Item #3) AF - -------------------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Switzerland - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER 0 NUMBER OF SHARES ------------------------------------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 33,432,142 (1) EACH REPORTING ------------------------------------------------------------- PERSON 9 SOLE DISPOSITIVE POWER WITH 0 ------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 33,432,142 (1) - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 33,432,142 (1) - -------------------------------------------------------------------------------- 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [X] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 30.39% (2) - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON (See Instructions) CO, HC - -------------------------------------------------------------------------------- (1) Shares reported are shares of common stock on a fully diluted, as-converted basis (excluding accrued but unpaid dividends), together with 575,000 shares of common stock issuable upon exercise of the Contingent Warrants beneficially owned by Glencore. (2) If calculated strictly in accordance with Rule 13d-3(d)(1)(i), such that Glencore, but no other person, is deemed to have exercised its derivative rights, then Glencore would be deemed to beneficially own 39.00% of the common stock of Milacron. - -------------------------------------------------------------------------------- SCHEDULE 13D - --------------------------- -------------------------- CUSIP No. 598709103 Page 4 of 12 - --------------------------- -------------------------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Glencore Holding AG - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a)[X] (b)[ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS (See Instructions) (See Item #3) AF - -------------------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Switzerland - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER 0 NUMBER OF SHARES ------------------------------------------------------------- BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 33,432,142 (1) EACH REPORTING ------------------------------------------------------------- PERSON 9 SOLE DISPOSITIVE POWER WITH 0 ------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 33,432,142 (1) - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 33,432,142 (1) - -------------------------------------------------------------------------------- 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [X] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 30.39% (2) - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON (See Instructions) CO, HC - -------------------------------------------------------------------------------- (1) Shares reported are shares of common stock on a fully diluted, as-converted basis (excluding accrued but unpaid dividends), together with 575,000 shares of common stock issuable upon exercise of the Contingent Warrants beneficially owned by Glencore. (2) If calculated strictly in accordance with Rule 13d-3(d)(1)(i), such that Glencore, but no other person, is deemed to have exercised its derivative rights, then Glencore would be deemed to beneficially own 39.00% of the common stock of Milacron. - -------------------------------------------------------------------------------- SCHEDULE 13D - --------------------------- -------------------------- CUSIP No. 598709103 Page 5 of 12 - --------------------------- -------------------------- INTRODUCTION This Amendment No. 5 to Schedule 13D amends and supplements the Schedule 13D filed by Glencore Finance AG ("Glencore Finance"), Glencore International AG ("Glencore International") and Glencore Holding AG ("Glencore Holding", and collectively with Glencore Finance and Glencore International, "Glencore") and certain other reporting persons on March 22, 2004, as amended and supplemented by Amendment No. 1 thereto filed on June 21, 2004, Amendment No. 2 thereto filed on June 6, 2005 and Amendment No. 3 thereto filed on March 22, 2006, and Amendment No. 4 filed by Glencore on April 11, 2006 (as amended and supplemented, the "Schedule 13D"). This Amendment No. 5 relates to (a) the delivery of a notice by Glencore Finance to Milacron Inc. ("Milacron") on February 1, 2007, pursuant to which Glencore Finance stated its intention to nominate certain persons for election as directors of Milacron, to elect such persons at the 2007 annual meeting of shareholders (the "Annual Meeting"), and to move a business proposal at the Annual Meeting (the "Nomination Notice") and (b) changes to Glencore's percentage ownership based upon current information publicly disclosed by Milacron. Item 4 and Item 5 of Schedule 13D are hereby amended and supplemented as follows: ITEM 4. PURPOSE OF TRANSACTION. The board of directors of Milacron (the "Board") currently consists of twelve (12) directors. Glencore currently anticipates that six (6) of those twelve (12) directors will be elected (or re-elected, as the case may be) to the Board at the Annual Meeting. Pursuant to the existing terms and conditions of the 6.0% Series B Convertible Preferred Stock issued by Milacron in June 2004 (the "Series B Convertible Preferred Stock"), the holders of record of shares of the Series B Convertible Preferred Stock have the right, voting separately as a class, to elect a number of directors to the Board in proportion to the percentage of Milacron's fully diluted Common Stock represented by the outstanding Series B Convertible Preferred Stock (on an as-converted basis) owned by all such holders of record, rounded up to the nearest whole number. Thus, such holders of record of the Series B Convertible Preferred Stock currently are entitled, voting as a separate class, to elect seven (7) of twelve (12) directors to the Board (the "Series B Directors") before any other directors may be elected to the Board pursuant to a general election of directors by all shareholders. Accordingly, as the record holder of 57.5% of the outstanding Series B Convertible Preferred Stock, and given that two (2) Series B Directors are not required to be re-elected to the Board in 2007, Glencore is able to elect up to five (5) additional directors to the Board at the Annual Meeting. On February 1, 2007, Glencore delivered the Nomination Notice to Milacron, as required by and pursuant to Section 12(A)(2) of Article II of the Amended and Restated By-Laws of Milacron (the "By-Laws"), stating its intention to nominate and elect five (5) directors to the Board at the Annual Meeting, with such persons to be designated as Series B Directors pursuant to the existing rights with respect to the election of directors of Milacron SCHEDULE 13D - --------------------------- -------------------------- CUSIP No. 598709103 Page 6 of 12 - --------------------------- -------------------------- contained in the terms and conditions of the Series B Convertible Preferred Stock. In addition to the foregoing, the Nomination Notice further stated Glencore's intention to nominate and elect up to two (2) additional directors to the Board in the general election of all shareholders at the Annual Meeting, and to move a business proposal to repeal any non-shareholder approved amendments to the By-Laws after June 11, 2004. As of the date hereof, there are four (4) directors of Milacron designated as Series B Directors, including Steven N. Isaacs, Duane K. Stullich, Mark L. Segal, and H. Christopher DeCotiis. Glencore anticipates that, immediately after the Annual Meeting, there will be seven (7) directors designated as Series B Directors, including Steven N. Isaacs, Duane K. Stullich, Mark L. Segal, Mark R. Jacobson, Eric Schneider, Thomas T. Thompson and Brent C. Williams. In addition, Glencore nominated Norman Cohen and John L. Steinbrun to be elected to the Board to the extent that any additional vacancies exist after the Series B Directors are elected by Glencore and other holders of the Series B Convertible Preferred Stock. The election of these nominees is subject to the outcome of a general vote of all shareholders of Milacron at the Annual Meeting. As noted above, Glencore currently anticipates that it will be necessary to elect one (1) additional director to the Board after the Series B Directors set forth above have been elected by Glencore and the other holders of the Series B Convertible Preferred Stock. Finally, Glencore informed Milacron that it intends to move a business proposal to repeal any non-shareholder approved amendments to the By-Laws after June 11, 2004. The purpose of the acquisition by Glencore of the Series B Convertible Preferred Stock was and is for investment purposes. Glencore intends to continue to evaluate Milacron's business, financial condition, results of operations, capital structure, management, stock market performance, competitive outlook and other relevant factors with a view to maximize the value of its investment. As part of such evaluations, Glencore may seek the views of, hold discussions with and respond to inquiries from representatives of Milacron and other persons regarding Milacron's affairs. Depending on such evaluations, Glencore may purchase or sell shares of Milacron's common stock (the "Common Stock") or any other securities of Milacron, and/or dispose of any such securities held by it, including, without limitation, any and all shares of Series B Convertible Preferred Stock and/or warrants of Milacron (the "Warrants"), at any time. Any acquisition or disposition of such securities (including, without limitation, Common Stock, Series B Convertible Preferred Stock and/or Warrants) by Glencore may be effected through open market or privately negotiated transactions, or otherwise. In the interest of maximizing stockholder value, Glencore may, from time to time, develop plans respecting, or propose changes in the management, policies, operations, capital structure or business of Milacron. Such plans or proposals may include or relate to one or more of the transactions specified in subparagraph (a) through (j) of Item 4 of Schedule 13D, including, without limitation, a merger, sale of Milacron's assets or change in Milacron's capitalization, or disposition of some or all of the Series B Convertible Preferred Stock and/or Warrants held by Glencore. In this regard, Glencore has, from time to time, conducted, and continues to conduct, discussions and SCHEDULE 13D - --------------------------- -------------------------- CUSIP No. 598709103 Page 7 of 12 - --------------------------- -------------------------- negotiations with unaffiliated third parties in respect of the disposition of the Series B Convertible Preferred Stock and/or the Warrants held by it, although no definitive agreements with respect to any such discussions and negotiations have been reached. Except to the extent set forth herein, Glencore does not have any present plans or proposals that relate to or would result in any of the actions required to be described in Item 4 of Schedule 13D. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) Milacron has 51,871,835 shares of Common Stock (as defined below) outstanding as of November 3, 2006, according to Milacron's Form 10-Q for the fiscal quarter ended September 30, 2006. The total number of shares of Common Stock that Glencore beneficially owns is 33,432,142 shares, comprised of 32,857,142 shares represented by the Series B Convertible Preferred Stock (on an as-converted basis) held by it, together with 575,000 shares represented by the Warrants held by it. In the aggregate, Glencore's beneficial ownership of common shares represents approximately 30.39% of Milacron's total outstanding shares of Common Stock as of the date hereof, after taking into account (i) the approximately 57,142,857 shares of Common Stock issuable upon conversion of the Series B Convertible Preferred Stock and (ii) the 1,000,000 shares of restricted Common Stock issuable upon exercise of the Warrants. The foregoing calculation excludes any accrued but unpaid dividends that may be "paid-in-kind" (in the form of common shares) to holders of the Series B Convertible Preferred Stock pursuant to the terms thereof. (b) Glencore Finance has shared power with Glencore International and Glencore Holding to vote, or to direct the voting of, all of the shares of Series B Convertible Preferred Stock and Warrants reported as beneficially owned by Glencore. Glencore Finance has shared power with Glencore International and Glencore Holding to dispose of, or to direct the disposition of, all of the shares of Series B Convertible Preferred Stock and Warrants reported as beneficially owned by Glencore. (c) Neither Glencore nor, to the best of Glencore's knowledge, any person listed on Annex 1 has effected any transactions in the Common Stock, the Warrants or the Series B Convertible Preferred Stock during the past sixty days. (d) Not applicable. (e) Not applicable. SCHEDULE 13D - --------------------------- -------------------------- CUSIP No. 598709103 Page 8 of 12 - --------------------------- -------------------------- SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: February 5, 2007 GLENCORE FINANCE AG By: /s/ Barbara Wolfensberger -------------------------------------- Name: Barbara Wolfensberger Title: Director By: /s/ Steven N. Isaacs -------------------------------------- Name: Steven N. Isaacs Title: Director GLENCORE INTERNATIONAL AG By: /s/ Lotti Grenacher -------------------------------------- Name: Lotti Grenacher Title: Officer By: /s/ Andreas Hubmann -------------------------------------- Name: Andreas Hubmann Title: Officer GLENCORE HOLDING AG By: /s/ Willy R. Strothotte -------------------------------------- Name: Willy R. Strothotte Title: Chairman GLENCORE HOLDING AG By: /s/ Ivan Glasenberg -------------------------------------- Name: Ivan Glasenberg Title: Director SCHEDULE 13D - --------------------------- -------------------------- CUSIP No. 598709103 Page 9 of 12 - --------------------------- -------------------------- Annex 1 ------- Set forth below are the names, business addresses and present principal occupations of the executive officers and directors of Glencore Finance, Glencore International and Glencore Holding. The executive officers of Glencore Holding are the directors of Glencore Holding. The executive officers of Glencore International are the persons listed as directors whose principal occupation is with Glencore International. The executive officer of Glencore Finance is the person listed as director whose principal occupation is with Glencore Finance. Unless otherwise indicated, the present principal occupation of each person is with Glencore International. If no business address is given, the director's or executive officer's address is Baarermattstrasse 3, CH-6341, Baar, Switzerland. Unless otherwise indicated, all of the persons listed below are citizens of Switzerland.
Directors of Glencore Finance Name Principal Occupation Business Address Citizenship - ------------------------------ -------------------------- ----------------------- ---------------- Steven N. Isaacs Chairman and Managing South Africa Director of Glencore Finance AG Andreas P. Hubmann Officer of Glencore International AG -- Accounting Barbara A. Wolfensberger In-house Counsel of Glencore International AG Directors of Glencore International Name Principal Occupation Business Address Citizenship - ------------------------------ -------------------------- ----------------------- ---------------- Willy R. Strothotte Chairman Germany Ivan Glasenberg Chief Executive Officer Australia Zbynek E. Zak Non-Executive Director Buetzenweg 16 CH-6300 Zug Switzerland Peter A. Pestalozzi Attorney, Pestalozzi Loewenstrasse 1 Lachenal Patry CH-8001 Zurich, Switzerland Craig A. Davis Chairman & Chief 2511 Garden Road, USA Executive Officer of Bldg. A, Suite 200, Century Aluminum Co. Monterey, CA 93940
SCHEDULE 13D - --------------------------- -------------------------- CUSIP No. 598709103 Page 10 of 12 - --------------------------- --------------------------
Directors of Glencore Holding Name Principal Occupation Business Address Citizenship - ------------------------------ -------------------------- ----------------------- ---------------- Willy R. Strothotte Chairman Germany Ivan Glasenberg Chief Executive Officer Australia Zbynek E. Zak Non-Executive Director Buetzenweg 16 CH-6300 Zug Switzerland Peter A. Pestalozzi Attorney, Pestalozzi Loewenstrasse 1 Lachenal Patry CH-8001 Zurich, Switzerland Craig A. Davis Chairman & Chief 2511 Garden Road, USA Executive Officer of Bldg. A, Suite 200, Century Aluminum Company Monterey, CA 93940 Andreas P. Hubmann Officer of Glencore International AG -- Accounting
SCHEDULE 13D - --------------------------- -------------------------- CUSIP No. 598709103 Page 11 of 12 - --------------------------- -------------------------- Exhibit 1 --------- Joint Filing Agreement Pursuant to Rule 13d-1(k) The undersigned persons (the "Reporting Persons") hereby agree that a joint statement on this Amendment No. 5 to Schedule 13D, and any amendments thereto, is to be filed. Each of the Reporting Persons is responsible for the completeness and accuracy of the information concerning each of them contained therein, but none of the Reporting Persons is responsible for the completeness or accuracy of the information concerning any other Reporting Person. Date: February 5, 2007 GLENCORE FINANCE AG By: /s/ Steven N. Isaacs -------------------------------------- Name: Steven N. Isaacs Title: Director By: /s/ Barbara Wolfensberger -------------------------------------- Name: Barbara Wolfensberger Title: Director GLENCORE INTERNATIONAL AG By: /s/ Lotti Grenacher -------------------------------------- Name: Lotti Grenacher Title: Officer By: /s/ Andreas Hubmann -------------------------------------- Name: Andreas Hubmann Title: Officer SCHEDULE 13D - --------------------------- -------------------------- CUSIP No. 598709103 Page 12 of 12 - --------------------------- -------------------------- GLENCORE HOLDING AG By: /s/ Willy R. Strothotte -------------------------------------- Name: Willy R. Strothotte Title: Chairman By: /s/ Ivan Glasenberg -------------------------------------- Name: Ivan Glasenberg Title: Director -----END PRIVACY-ENHANCED MESSAGE-----