Macarthur updates market on transactions
Macarthur Coal Limited (MCC) has updated the market on its bid for Gloucester Coal Limited (GCL) and other conditional acquisitions of assets from Noble Group. The company said it expects to hold a shareholder meeting in relation to transactions in mid April 2010.
On 22 December 2009, Macarthur announced its intention to acquire 100% of Gloucester via an off-market takeover by an all-scrip offer with cash alternative.
At the same time as the Gloucester takeover announcement, Macarthur also announced that it had entered into a conditional binding term sheet to acquire Noble’s interest in the Middlemount JV, taking Macarthur’s ownership to 100% including all marketing rights for product.
The company had also said that that it was continuing discussions with Noble to acquire a majority stake in Donaldson Coal Holdings.
Together, the Noble transactions are for a total consideration of $175 million in cash and 22.5 million Macarthur shares issued at a price of $9.70 per share.
Today, the company advised that it has now entered into definitive legal documentation with Noble, which gives effect to the terms agreed in the binding term sheet announced on 22 December 2009.
In addition, certain aspects of the binding term sheet have been amended. The amendments include a reduction in the future royalty payable to Noble.
The Middlemount transaction will remain conditional, amongst other things, upon FIRB approval, the Gloucester offer becoming unconditional and Noble accepting the Gloucester Offer.
In relation to the Gloucester offer, Macarthur said it is intended that its bidders statement will be despatched to Gloucester shareholders in early March 2010, as it has received relief from ASIC to allow it to despatch its Bidder’s Statement no later than 5 March 2010.
At 1047 AEDT, Gloucester Coal shares were down 10c to $8.42, while Macarthur Coal shares dropped 41c, or 4% to $9.85.
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