2nd UPDATE: Whitehaven Coal Offers A$142 Million For Coalworks
May 07 2012 - 12:10AM
Dow Jones News
Whitehaven Coal Ltd. (WHC.AU) moved Monday to wrap up its
control of coal projects in eastern Australia with a A$142 million
(US$144 million) offer for smaller Coalworks Ltd. (CWK.AU),
following its recent A$2.3 billion takeover of Aston Resources
Ltd.
Coalworks shareholders will be offered A$1 cash for each share,
a 17% premium to the closing price Friday, Whitehaven said in a
statement.
Whitehaven already owns a 17.3% stake in Coalworks after
acquiring Aston and unlisted Boardwalk Resources, which is jointly
exploring with Coalworks the latter's Ferndale coking and thermal
coal project in New South Wales.
"The acquisition of Coalworks represents a logical next
step...which will allow Whitehaven to consolidate its development
and exploration portfolio," said Tony Haggarty, managing director
of Whitehaven.
Whitehaven's move on Aston this year created Australia's biggest
independent coal-only mining company, bulking up its resource base
to better compete against giant diversified mining companies such
as BHP Billiton Ltd. (BHP) and Xstrata PLC (XTA.LN). Dealmaking in
Australia's coal sector has been hot in recent months, with Yanzhou
Coal Mining Co. (YZC) seeking to buy Gloucester Coal Ltd. (GCL.AU)
and U.S. producer Peabody Energy Corp. (BTU) last year acquiring
Australia's Macarthur Coal Ltd. for A$4.9 billion.
Industry analysts had speculated Whitehaven would extend its
reach with a bid for Coalworks. After Whitehaven launched its offer
in December for Aston and Boardwalk, Coalworks appointed Pitt
Capital Partners as an adviser.
Coalworks said in a statement it hasn't discussed the proposed
bid with Whitehaven, and is advising its shareholders to take no
action while its directors review the offer.
Coalworks last month raised A$17.4 million via a share placement
at A$0.78 each, through which commodities trader Noble Group Ltd.
(N21.SG) increased its stake to 9%.
Whitehaven's Haggarty said the takeover bid is at a significant
premium to the placement price, and offers cash in exchange for the
risk associated with funding and developing of Coalworks' assets.
The Vickery South and Ferndale projects are capital intensive, and
can be more efficiently development in combination with
Whitehaven's assets, he said.
The Vickery South project is next to Whitehaven's Vickery coking
and thermal coal development in New South Wales.
Coalworks also has a 33.4% stake in Orpheus Energy Ltd. (OEG.AU)
that Whitehaven said it would seek to sell.
Whitehaven, which has plans to boost production to about 25
million metric tons a year by 2016 from 4.7 million in the last
financial year, said its offer is conditional on confirmation that
a corporate advisory arrangement between Coalworks and Noble can be
ended without any termination fee and Coalworks not declaring any
dividends.
Grant Samuel Corporate Finance and Goldman Sachs Australia are
acting as financial advisers to Whitehaven.
-By Robb M. Stewart, Dow Jones Newswires; +61 3 9292 2094;
robb.stewart@dowjones.com
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