Tag Archives: mining M&A

Thiess in leading position to take over fellow contract miner MACA

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.

Austin Engineering to add Hulk mining buckets to its offering with Mainetec acquisition

Austin Engineering Limited says it has entered into a binding agreement to acquire Australia-based mining equipment manufacturer, Mainetec Pty Ltd, for an initial amount of A$19.6 million ($13.4 million), funded through cash reserves and debt.

Three further earn-out payments will be made if Mainetec achieves agreed performance hurdles in the three years following completion, Austin clarified.

The acquisition will give Austin access to Mainetec’s Hulk range of high performance mining buckets, increasing the potential customer base in all of Austin’s markets, it said. The Hulk buckets complement Austin’s recently-launched JEC bucket range and the dual product offering will increase Austin’s bucket market share in Australia, especially on the East Coast where Mainetec has a well-established presence.

Austin also plans to offer Mainetec’s high value dipper buckets into its global markets, particularly North and South America, where there is high demand and a large dipper bucket market.

Mainetec is a leader in the design and manufacture of high performance, customised excavator mining buckets and currently supplies several blue-chip mining companies, according to Austin. It builds and upgrades dipper buckets, and supplies the majority of dipper bucket systems in Australia. It also manufactures rope shovels, and offers bucket repairs and spare parts.

Mainetec is expected to have revenue of more than A$40 million (on an annualised basis) for the 2023 financial year (to June 30, 2023), with the acquisition expected to deliver significant synergies through the lower supply chain costs Austin is able to provide, and optimised operating costs.

Austin CEO and Managing Director, David Singleton, said: “The key benefits of this acquisition for Austin are the ability to expand our mining bucket offering in Australia and then to offer that into our other markets around the world. Mainetec is a technology-led business that has developed the Hulk range of buckets suited to demanding applications and has also become a key supplier in Australia for dipper buckets used on rope shovels. Dipper buckets are typically the largest used in the industry and we will be able to introduce these upgrades through our operations in the much larger Americas markets. Mainetec’s presence on the East Coast of Australia will also support our re-energised activity in that region.

“The acquisition has clear synergies for both companies. Mainetec complements our core business offering and Austin is able to integrate more competitive supply chain economics and cost synergies into the Mainetec business.

“Additionally, in Mainetec we gain a very talented team as well as some leading design IP. I am pleased to welcome the founders of Mainetec and their workforce to Austin, with the determination that Austin will assist them to continue product development that will enable further growth and success in Australia and beyond.”

RSK Group increases mining sector exposure with Projence acquisition

RSK Group Limited, a sustainable solutions company, says it has added New South Wales-based integrated project management firm, Projence, to its rapidly growing Australian business.

The third acquisition in the last eight months and fourth overall in Australia, Projence joins three Australian companies – civil engineering company, Western Project Services; environmental and occupational hygiene business, EDP Consultants; and advisory and project delivery services firm, SJA.

Joining the RSK Group, Projence will further grow the group’s project management and commercial services capabilities within the region and expand its global portfolio of environmental, engineering and technical solutions businesses, the company says.

“As we continue to build on the good work RSK has accomplished in the last three decades, strategic acquisitions such as Projence will bring enhanced value to the table for our stakeholders and businesses and further expand our offerings,” Alan Ryder, Founder and Chief Executive Officer of RSK Group, said. “With the comprehensive end-to-end solutions synergised and backed by the expertise of our group of over 150 businesses, I am confident that RSK will continue to secure our position as a global leader in the delivery of sustainable solutions, bringing clients the best value with minimum negative environmental and social impact.”

The acquisition of Projence strengthens the capabilities of the group in the rail and port sectors, enables greater exposure for RSK into the mining sector, and comes shortly after a move by EDP Consultants to expand into the Hunter region of New South Wales. The Hunter region and the wider northern New South Wales area are key parts of the RSK Group’s expansion strategy, it says.

Established in 2011, Projence has provided clients in Australia with practical and results-focused engineering and commercial greenfield and brownfield solutions across a range of industries, including mining, property, rail, power generation and port. It has worked on over 250 projects amounting to over A$1 billion ($709 million) in capital value, including the Coal Export Terminal 3 a

Gavin Heydon, Director of Projence, said: “This acquisition adds value to our business in the region and helps us lay out a clear path to long-term sustainable growth. With RSK’s support and guidance, we look forward to becoming an integral part of a larger global company and laying down a stronger foundation for services that we provide.”

Pictured is Mitchell Purvis (left) and Gavin Heydon (right), Projence Directors

Epiroc completes acquisition of electrification infrastructure solutions provider JTMEC

Epiroc says it has completed the acquisition of JTMEC, an Australia-based company specialising in providing mines with electrical infrastructure, supporting the industry’s transition to battery electrification.

JTMEC, based in Perth, Australia, is an electrification infrastructure solutions provider for both underground and surface mines. The company’s offerings include high voltage installation and maintenance work, transformer servicing and testing, engineering design, feasibility studies, and training. It also manufactures electrical products including substations and mine chargers.

JTMEC had 190 employees and revenues in the fiscal year ending June 30, 2021, of about A$34 million ($24 million).

Epiroc announced on April 29, 2022, that it had agreed to acquire JTMEC.

Downer completes mining portfolio divestments with latest sale to BUMA Australia

Downer EDI Limited has completed the final transaction as part of its Mining portfolio divestment plan with the sale of its Open Cut Mining East business to BUMA Australia Pty Ltd.

As announced in October, Downer will receive approximately A$150 million ($108 million) in cash proceeds from the transaction, subject to completion adjustments.

Together with the previously announced Mining and Laundries transactions, total proceeds from Downer’s divestment program amount to A$778 million, the company said. Included within this amount is the $79 million transaction with Bridgestone Mining Solutions Australia Pty Ltd for Otraco International Pty Ltd, the A$175 million sale of the Mining West business to MACA and the divestment of Downer Blasting Services to Enaex SA.

Epiroc strengthens mine safety and productivity offering with Mining TAG buy

Epiroc has acquired Mining Tag SA, a Chile-based company that, the OEM says, provides sensor-based solutions to strengthen safety and productivity in mines by making operations smarter.

Mining Tag develops and implements sensor-based solutions that allow monitoring, automation and process improvement of mining operations, Epiroc explained. The solutions are mainly used in underground mining. Its solutions include MT OneMine for increased productivity and MT Guardian, a personnel and asset tracking system, for improved safety.

Mining Tag is active in several countries in Latin America. It has previously worked with Codelco on installing its MT OneMine fleet management system to manage the LHD fleet in the macroblocks 01, 02 and 03 North and South of the Production Level at Chuquicamata. It has about 120 employees and had revenues in 2020 of about $7 million, according to Epiroc.

Helena Hedblom, Epiroc’s President and CEO, said: “Intelligent mining solutions are the future. Together with the innovative team at Mining Tag, we will strengthen our smart digitalisation offering to customers in Latin America and beyond.”

RPMGlobal establishes dedicated ESG mining division with acquisition of Nitro Solutions

RPMGlobal is set to boost its environmental, social and governance (ESG) offering with the addition of Australia-headquartered Nitro Solutions Pty Ltd.

The two companies have entered into an acquisition agreement whereby RPMGlobal will buy the privately-owned ESG services company.

“Nitro is a company that provides the mining industry with a quality-focused ESG service in the areas of environmental approvals, impact assessment, regulatory advice, environmental audits, compliance reporting (due diligence) and environmental economics, policy & legislation advice,” RPMGlobal said.

This acquisition will be the catalyst to bring together RPMGlobal’s ESG professionals, who are based across the globe, into one division to be headed by Ngaire Tranter, the current CEO and founder of Nitro.

RPMGlobal Chief Executive Officer, Richard Mathews, said the acquisition and the inclusion of the Nitro team combined with RPMGlobal’s existing ESG capabilities would see the company form a dedicated ESG division.

“While our mining advisory ESG professionals have been engaged to perform and manage numerous ESG mandates around the world, until now, we have not had a dedicated division focused solely on ESG,” he said.

“Ngaire and her team have an excellent reputation within the mining ESG market which gives us great confidence that we can build a world-class, mining-focused ESG business leveraging an ESG team that knows and understands mining from the ground up.”

Commenting on the acquisition, Tranter said she was proud of the business her team had built over the last six years and was looking forward to continuing to help mining companies take action to improve their ESG performance.

“Alongside the speed of ESG adoption, the opportunity to be part of a larger organisation with a global footprint allows us to assist the mining industry with the increasing requirements in this space right around the world,” she said. “It’s clear that RPMGlobal is passionate about building a premier mining ESG business supported by state-of-the-art software products, and I, together with the rest of the team, really look forward to joining RPMGlobal on this exciting journey.”

With most major and mid-tier miners around the globe having accelerated their efforts to meet decarbonisation targets in parallel with a broader societal commitment to achieve net-zero emissions by 2050, RPMGlobal says it has been drawing on its leading technology and the Advisory teams’ strong expertise to deliver a range of ESG-focused services.

“With organisations globally rising to the challenge of meeting increasing sustainability demands placed upon their organisations and operations, I see the merger of Nitro with RPMGlobal as an important step forward to supporting mining companies in their quest to meet decarbonisation, governance and social licence to operate requirements,” Tranter said.

Mathews said this was just the start of RPMGlobal’s ESG journey as the company plans to grow its ESG division with mining services capabilities through a range of organic and non-organic strategies.

“We also intend to harness the deep ESG domain knowledge of the Nitro team to assist RPMGlobal’s technology division identify software products we can either acquire, or alternatively build to service this accelerating market segment,” he said.

The acquisition is expected to close on June 30, 2021, subject to satisfaction of a number of conditions precedent and customary completion events.

Epiroc to acquire Meglab as part of battery-electric mining equipment push

Epiroc has agreed to acquire Meglab, a Canada-based company with expertise in providing electrification infrastructure solutions to mines, as it looks to further support mining customers in their transition to battery-electric vehicles.

Meglab, based in Val-D’Or, Quebec, Canada, is a technology integrator that designs, manufactures, installs and supports practical and cost-effective electrification and telecommunications infrastructure solutions to customers in several countries. Its products and solutions include system design, substations, switchgears and automation system solutions, enabling the infrastructure needed for mine electrification and equipment charging solutions, as well as for digitalisation and automation of operations, Epiroc says. It has more than 240 employees and had revenues in 2020 of about C$49 million ($39 million).

Helena Hedblom, Epiroc’s President and CEO, said: “Epiroc is proud to be the leader in providing battery-electric vehicles for the mining industry, improving customers’ work environment and lowering their emissions while increasing their productivity. The acquisition of Meglab will strengthen our capacity to provide the infrastructure required as mines transition to battery-electric vehicles.”

The acquisition is expected to be completed in the June quarter, with the purchase price not material relative to Epiroc’s market capitalisation, the mining OEM said. The business will become part of Epiroc’s Parts & Services division and will continue to be based in Canada.

In a separate release, Meglab said the two comapanies collective goal is to develop the mine of the future, with the organisations pooling its respective assets and expertise in pursuit of this target.

“Together, we will position ourselves as the leaders of all-electric and intelligent mines,” it said. “This synergy will provide various growth opportunities worldwide, both for Meglab and for the team members that will collaborate with their co-workers in this new expanded team.”

MACA expands WA presence with Mining West acquisition

MACA Ltd has completed the acquisition of the Mining West business from Downer EDI Ltd, bringing with it four contracts at long-life mining assets in Western Australia.

The Mining West business currently comprises four contracts at Karara (Ansteel), Eliwana (Fortescue Metals Group), Cape Preston (Citic Pacific) and Gruyere (Gold Fields, Gold Road Resources), with each of the four novating successfully to MACA, taking effect from completion, MACA said.

Additionally, in excess of 96% of the Mining West workforce has accepted employment with MACA, the ASX-listed contractor said.

MACA’s CEO and Managing Director, Mike Sutton, said: “Acquisition of the Mining West business will provide MACA with a very meaningful addition of a large-scale mining fleet that is currently engaged across four long-life projects, all with quality customers that are well known to me and other key members of MACA’s management team.”

This fleet comprises 14 excavators and shovels, 65 dump trucks, 11 surface drills and 36 other ancillary machines.

“With the inclusion of Mining West, MACA now has total contracted work in hand of A$3.3 billion ($2.5 billion) at December 31, 2020, that provides a robust revenue base well past financial year 2025. MACA remains very active with its tendering activities and is well placed to pursue a significant number of opportunities across both current and new projects.”

Downer says it will receive over A$200 million in cash proceeds as a result of the sale.

Thiess equity transaction on target for end of 2020, CIMIC Group says

CIMIC Group says it has signed all relevant material documentation including financing agreements for the sale of 50% of Thiess, one of the world’s largest mining services providers, to funds advised by Elliott Advisors (UK) Ltd.

This encompasses the satisfaction of a number of conditions precedent, including the required regulatory approvals, CIMIC noted.

Back in October, CIMIC announced the deal with Elliott, one of the oldest fund managers of its kind under continuous operation, saying the transaction would strengthen CIMIC’s balance sheet by generating cash proceeds on completion of A$1.7-A$1.9 billion as well as reducing CIMIC’s factoring balance by around A$700 million and CIMIC’s lease liability balance by some A$500 million.

Thiess delivers open pit and underground mining in Australia, Asia, Africa and the Americas, providing services to 25 projects across a range of commodities, CIMIC says. It has a diverse fleet of plant and equipment of more than 2,200 assets, a team of around 14,000 employees and generates annual revenues in excess of A$4.1 billion.

CIMIC noted that transaction completion, including receipt of cash proceeds, is expected to occur prior to the end of 2020.

As previously advised, the price for 50% of the equity interest in Thiess implies an enterprise valuation of approximately A$4.3 billion ($3.3 billion).