CBH receives improved Nyrstar offer

CBH Resources today announced it had received a sweetened 19.5 cent per share takeover offer from Belgian company Nyrstar.

CBH Resources today announced it had received a sweetened 19.5 cent per share takeover offer from Belgian company Nyrstar.

The company rejected Nystar’s previous offer of 13.5 cents per share in January and instead formed a $67.5 million joint-venture deal with its major shareholder Toho Zinc.

As part of that agreement, CBH handed over a 50% stake in its Rasp project over to Toho, who in turn wiped 81% of the former’s total debt.

At the time, CBH said Nystar’s bid, which valued the company at $220 million, was inferior to Toho’s offer.

“The Nyrstar proposal does not fully reflect the value of CBH shares, nor does it provide any upside for our shareholders,” managing director Stephen Dennis said in January.

In a statement, the company said it had not decided whether to accept the new offer, which valued the lead and zinc miner at $213.4 million.

“The CBH board intends to provide a preliminary response to Nyrstar in respect of the revised proposal early next week,” the company said.

“CBH has appointed a committee of the directors independent of Toho to consider the terms of this response.

“A decision as to whether to proceed with the shareholders meeting scheduled for 30 March 2010 to consider the Toho transactions will also be made shortly and shareholders will be notified at the earliest opportunity.”

In its proposal document, Nystar said the revised offer provided a “superior value proposition.”

“There is no certainty that Rasp will be developed under the Toho proposal and even if it is, it is unclear how CBH would fund its 50% share of the estimated project capital given its limited institutional ownership,” the company said.

“The revised proposal represents a 44% increase on the initial proposal of 13.5 cents per share and provides premiums which greatly exceed the average paid in Australian change in control transactions.

“It represents a premium of 103% to CBH’s closing share price of 9.6 cents on 17 December 2009 and a premium of 93% to CBH’s 30 day volume weighted average share price through to 17 December 2009 of 10.1 cents.”

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