MACA (ASX:MLD) shares gain as it picks Thiess over NRW Holdings (ASX:NWH)

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  • MACA Limited, on Friday (19 August 2022), determined that the NRW’s takeover proposal is ‘not superior’ to the Thiess cash offer.
  • NRW Holdings, on Thursday (18 August 2022) had stated that 'smaller peer' MACA has rejected its takeover offer as it plans to proceed with Thiess.
  • NRW had made a cash-and-stock offer of AU$1.085 per share while Thiess had made an AU$1.025 per share all-cash takeover proposal.

One of Australia’s leading diversified mining contracting groups, MACA Limited (ASX:MLD), on Friday (19 August 2022), concluded its assessment of the non-binding, conditional and indicative proposal received from NRW Holdings Limited (ASX:NWH). MACA stated that NRW Holdings’ cash-and-stock offer was ‘not superior’ to the Thiess’s all cash takeover offer.

Post the announcement, shares of MACA were spotted trading 5% strong at AU$0.060 apiece at 10:45 AM AEST. In last one month, the share price of this mining stock has gained 45.21%. In last one year, the stock has gained 27.71% and on year-to-date basis, the company has gained 32.50% on the ASX (as of 10:49 AM AEST, 19 August 2022).


Why MACA sided with Thiess and not NRW Holdings?

  • On 11 August, NRW Holdings advanced MACA, with a confidential non-binding indicative proposal. As per the offer, both companies would merge via a combined cash and share merger.
  • According to NRW’s merger proposal, NRW would buy all MACA shares for a consideration of AU$1.085 apiece.
  • NRW’s proposal valued MACA at AU$375 million.
  • In NRW’s view, the merger offer had this potential of becoming a better offer than the Thiess takeover proposal of AU$1.025 apiece. NRW’s Managing Director, Jules Pemberton stated that NRW was disappointed that MACA board did not entertain their compelling proposal.

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  • NRW’s merger proposal offered MACA shareholders with three options to get the consideration – 100% cash consideration equating to AU$1.085 cash per MACA share; 100% scrip consideration equating to 0.48 NRW shares for each MACA share; or 50% cash consideration and 50% scrip consideration.
  • The consideration denoted premium of 8.5% to MACA closing share price on 11 August 2022 and 5.9% to the Thiess takeover price of AU$1.025 per share.
  • On 26 July 2022, MACA announced that it has entered a Bid Implementation Deed (BID) with Thiess Group Investments Pty Ltd. Under this BID, Thiess will make an offer to MACA shareholders to acquire all of MACA shares.
  • Thiess’ takeover offer featured consideration of AU$1.025 cash per share for each MACA share.
  • Thiess offer price represented 28.1% premium to the last close price of MACA shares on 25 July 2022.
  • As per Thiess, the acquisition of MACA goes along with Thiess’ plan to expand its operations across commodities, services and countries.

Meanwhile, at 11:30 AM AEST, shares of NRW Holdings Limited were spotted trading 3.571% lower at AU$2.295 apiece on the ASX.



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