(Alliance News) - Nova Resources BV, the investment vehicle of Kaz Minerals PLC Chair Oleg Novachuk, raised its takeover offer for the miner to 850 pence per share, plus a 27 US cents special dividend, valuing Kaz at more than GBP4 billion.
Nova made its first offer of 640p per share for Kaz, a London-based copper miner, last October. In February, Nova increased its bid to 780p per share, valuing Kaz at around GBP3.7 billion.
Shares in the miner were 2.8% higher in London on Friday morning at 863.60p each.
Nova Resources said Friday the total value of the increased and final offer is 869p in cash. The new offer, when taken together with the special dividend, values the entire issued and to be issued share capital of Kaz at about GBP4.1 billion.
Novachuk said: "Bidco is pleased to announce this final increased offer for Kaz Minerals that is recommended by the independent committee. Kim and I are proud of the progress Kaz Minerals has made since its listing in 2005, during which time it has demonstrated strong governance and delivered significant shareholder returns. However, Kaz Minerals must now focus on the execution of a higher risk, capital intensive strategy to deliver the Baimskaya project, the associated implementation risks of which are substantial. In this context, Kaz Minerals' long term interests are best served as a private organisation."
As of Thursday, Nova was either interested in or had acceptances for its offer totalling 59.3% of Kaz Minerals shares. The new offer deadline is April 9.
The deadline for Kaz shareholders to accept a buyout offer extended again on Wednesday, as the buyer struggled to win over investors and shares continued to trade above the offer price.
"We have listened to market constituents and remain committed to offering Kaz Minerals shareholders the opportunity to realise in cash the value of their investment at an attractive valuation. Copper market dynamics have evolved since the announcement of the original offer in October 2020, and the final increased offer fully reflects this change. We remain convinced that the final increased offer represents a highly attractive return for KAZ Minerals Shareholders," Novacuk commented.
Shareholders owning 20% of Kaz stock have accepted the offer, which is up only a fraction from March 10, when the deadline was last extended. The deal needs 75% acceptance to go ahead. Nova already owns a 39% stake, so it has 59% in shares and acceptances and requires another 16%.
However, Nova said on Friday that it additionally has received non-binding letters of intent from Samson Rock Capital LLP and Alpine Associates Management Inc to accept the offer on behalf of 3.2% of Kaz shares.
The deadline has been pushed back again to April 9.
Kaz shares have risen nearly 40% since Nova announced its first offer.
Nova is a company owned by a consortium comprising Kaz Chair Novachuk and Non-Executive Director Vladimir Kim.
Michael Lynch-Bell, chair of the independent committee, said: "The independent committee unanimously recommends that Kaz Minerals shareholders accept this final increased offer as we believe it reflects the long term fair value of Kaz Minerals, and strikes fair balance between the strength of Kaz Minerals' operating assets and development portfolio and the increased risk profile of the Baimskaya project."
By Paul McGowan; paulmcgowan@alliancenews.com
Copyright 2021 Alliance News Limited. All Rights Reserved.
