NRW lobs $100m takeover bid at Primero


Image: NRW Holdings.

NRW is set to take over engineering company Primero Group for $100 million, an offer that have been agreed to by both company boards.

The offer price will see each Primero share purchased for $0.55 which represents a total equity value of around $100 million.

NRW managing director Jules Pemberton said that the takeover will enhance its minerals, energy & technologies business.

“The acquisition of Primero will provide NRW with the opportunity to expand its minerals, energy and technologies capability and to leverage the combined expertise of both companies to pursue new business initiatives across a large pipeline of opportunities,” he said.

“It builds on NRW’s recent acquisitions of DIAB Engineering and RCR Mining Technologies and represents a further diversification of our strategic platform to offer clients continuity of services across the whole lifecycle of resource projects – from early planning, design, development, construction to operations and maintenance.”

The off-market takeover will see Primero’s management team remain under NRW’s ownership.

Primero shareholders will receive 0.106 NRW shares per Primero share if the takeover is successful, which the company’s board believes will deliver value amid recent market trading conditions.

“In addition, Primero is also well positioned to future-focussed energy solutions, including lithium and hydrogen technologies,” Pemberton said.

“NRW and Primero have already been working together on a number of projects and we look forward to continuing to work with the Primero team to build out Primero’s design, construction and operations capabilities through NRW’s client network, and expect that the combined operations of NRW and Primero will present clients, employees and shareholders with compelling outcomes.”

The offer is subject to a 90 per cent minimum acceptance condition, with Primero directors unanimously agreeing to accept the offer 21 days after it has been opened.

Primero managing director Cameron Henry said the takeover would assist Primero’s growth strategy.

“The combination of NRW’s diversified delivery model coupled with the Primero capabilities will provide our client base with a unique end-to-end delivery model that will differentiate within the current market and will rapidly accelerate Primero’s growth strategy,” he said.

“Our teams have been working well at multiple levels together over the past 12 months and have several projects currently approaching delivery stage that will showcase the model.”

NRW is expected to share further information about the offer in late November to early December 2020.

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