BAKU, Azerbaijan, Feb. 4
By Nargiz Sadikhova - Trend:
The board of Nova Resources B.V. (Bidco) and KAZ Minerals have increased offer for KAZ Minerals Share acquisition to 780 pence in cash for each share, Trend reports citing the company.
On 28 October 2020 the board of Nova Resources B.V. (Bidco) and the Independent Committee announced the terms of a recommended cash offer to be made by Bidco for the entire issued and to be issued share capital of KAZ Minerals PLC (other than the KAZ Minerals Shares already owned or controlled by members of the Consortium) and on 7 December 2020, Bidco announced (the Switch Announcement) that the Acquisition was to be implemented by way of a recommended takeover offer (the Original Offer).
"Bidco and KAZ Minerals are pleased to announce the terms of a significantly increased offer comprising 780 pence in cash for each KAZ Minerals Share (the "Increased Offer"), which has been unanimously recommended by the Independent Committee of KAZ Minerals," the company said.
The Increased Offer Price values the entire issued and to be issued share capital of KAZ Minerals at approximately £3.7 billion.
The offer document, which will contain the full terms and conditions of the Increased Offer and the procedures for acceptance of the Increased Offer (the Offer Document), will be posted to KAZ Minerals Shareholders on 8 February 2021 (or such later date as may be agreed between KAZ Minerals and Bidco, subject to the consent of the Panel), together with the related Form of Acceptance.
Unless otherwise stated, the terms used in this announcement have the same meanings as given to them in the Switch Announcement.
Commenting on the Increased Offer, Oleg Novachuk, Chairman of Bidco, said that KAZ Minerals must now focus on the execution of a higher risk, capital intensive strategy to deliver the Baimskaya project.
“Accordingly, we believe that KAZ Minerals' long term interests are now best served as a private organisation. Whilst the Baimskaya project is one of the world’s most exciting undeveloped copper assets, the implementation risks are substantial. As previously announced, the project is already facing increased costs and delays to its delivery schedule. In this context, the materially increased offer delivers a substantial increase in price from the terms of the original recommended offer in October 2020,” he said.
“We are pleased to have reached agreement with KAZ Minerals’ Independent Committee as to the terms of a recommended transaction recognizing the changing risk profile of the business. This increased offer represents a highly attractive return for KAZ Minerals Shareholders ensuring they have the opportunity to realize in cash the value of their investment at a compelling valuation," he said.
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