(Alliance News) - MC Mining Ltd said on Thursday its independent board had rejected a takeover offer from Goldway Capital Investments Ltd.
The Western Australia-based coal miner in South Africa owns Uitkomst Colliery, an operating metallurgical and thermal coal mine, and Makhado project, an exploration and evaluation asset.
Goldway, a special purpose vehicle incorporated in Hong Kong, launched an off-market takeover bid early this month. It offered 16 Australian dollar cents for all shares the consortium of joint-bidders do not own.
MC Mining shares closed at AUD0.15 in Sydney on Thursday. They were flat at 7.25 pence in London, but they rose 5.5% to ZAR1.74 in Johannesburg.
On Thursday, MC Mining said the preliminary recommendation of its independent board committee is that shareholders "do not accept" the offer from Goldway.
"The IBC is of the view that the Takeover Offer is opportunistic, does not provide an appropriate premium for control and does not appear to attribute adequate value to MC Mining's assets and projects," MC Mining said.
The company said the offer is subject to a minimum acceptance condition that Goldway receives acceptances in respect of at least 50.1% of the shares not held by Goldway and the joint bidders.
In practical terms, this means that the joint bidders must be interested in or acquire relevant interests in at least 82.19% of the total shares on issue before any offer consideration will be paid to any MC Mining shareholders who have accepted the offer, and before Goldway can act on any intention to delist MC Mining.
Goldway has said the offer values MC Mining's capital at around AUD65.3 million, equating to GBP33.8 million or ZAR803 million. It has an enterprise value of around AUD75.5 million.
In December, MC Mining had received a revised takeover offer, which was first made by Senosi Group Investment Holdings Pty Ltd and Dendocept Pty Ltd in early November.
Late in December, Senosi and Dendocept indicated that they intended to acquire all shares that they do not own for a cash price of 16 cents per share. Their offer is on behalf of shareholders with a 64% stake.
By Artwell Dlamini, Alliance News reporter
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