Thiess looks like winning the acquisition tussle for fellow contract miner MACA after an increased all-cash offer was recommended by the MACA Board and NRW Holdings said it would no longer be pursuing a potential deal.
Thiess recently increased its offer price from A$1.025 ($0.71) of cash per MACA share to A$1.0751 of cash per MACA share, with the increased offer price representing a premium of 49.2% to the MACA one-month volume weighted average price as at July 25, 2022.
This followed a merger approach from NRW Holdings in August, which implied a consideration of A$1.085/share, valuing the equity of MACA at A$375 million. MACA said it did not consider this merger proposal as superior to the existing Thiess offer, continuing to recommend shareholders accepted the offer from Thiess.
Following this latest increased offer from Thiess, NRW confirmed it no longer intended to pursue the acquisition of MACA.
Including the acceptances received from MACA founders and MACA directors, Thiess’ total relevant interest in MACA is currently 15.9%.
Thiess, in its initial Bidder Statement, said it intends to operate MACA in materially the same manner supported by MACA’s workforce, brand and assets, and to continue its highly regarded community partnerships.
The proposed acquisition of MACA by Thiess is consistent with its diversification strategy, with a particular emphasis on increasing its presence within metals and minerals hard-rock mining operations in Western Australia, it says.
To this point, the company’s Western Australian hard-rock mining exposure has consisted mostly of work with BHP’s Western Australia nickel assets, in addition to a recent contract award at the Covalent Lithium Joint Venture project.
MACA has exposure to the state’s iron ore sector thanks to contracts with Fortescue and BHP; the burgeoning gold segment through contracts with Regis Resources, Ramelius Resources, Capricorn Metals and Red 5; and nickel and lithium exposure from the Ravensthorpe mine and Pilgangoora project, respectively.
Thiess also said in its Bidder Statement that it sees “a significant opportunity to combine the operational capability of both companies to continue enhancing service quality, particularly in relation to technical solutions such as deploying autonomous machinery or reducing the carbon emissions of mining services on project sites”.
Back in March, MACA announced a partnership with SafeAI to form an MoU to retrofit a mixed fleet of 100 mining trucks across multiple locations with autonomous mining technologies.
With the satisfaction of the ACCC condition on August 26, 2022, the Thiess offer is only subject to FIRB approval, no Prescribed Occurrences, no issue of convertible securities, derivatives or other rights and 90% minimum acceptances, Thiess says.
Thiess’ revised offer is scheduled to close on September 12 unless otherwise extended.