MAC Copper confirms $1.6b takeover bid from Harmony Gold — Capital Brief

More news: South Africa’s Harmony Gold will enter a scheme implementation deed with MAC Copper to fully acquire the Australian miner, 15 months after it listed on the ASX and NYSE.

The numbers: Harmony Gold has proposed to buy all shares in MAC for US$12.25 ($18.93) per share. This represents a 21.1% premium on MAC Copper’s last trading price on the ASX of $15.51 and a 20.7% premium on its last trading price on the NYSE of US$10.15.

The proposed price per share is also a 32.8% premium on the volume weighted average ASX price and a 32.1% premium on the volume weighted average NYSE price.

This implies a fully diluted equity value for MAC of about US$1.03 billion. Harmony will fund the acquisition through existing cash reserves and committed debt funding. A scheme meeting will be held in Q4 2025.

The deal has already been unanimously accepted by MAC’s board, representing 2.4% of shareholder votes. A further 20.1% of votes collectively held by other investors are also in favour of the scheme.

Completion of the deal is subject to approval from Australia’s Foreign Investment Review Board and the South African Reserve Bank, as well as existing streaming arrangements with Osisko Bermuda and the royalty with Glencore operations.

The implementation deed also details circumstances where MAC may be required to pay a break fee of about US$23.6 million or Harmony would be required to pay about US$11.8 million.

What they said: “The board believes the Transaction provides MAC shareholders with a compelling opportunity to de-risk their investment and realise an attractive cash value of US$12.25 per MAC share, which is also a premium to MAC’s recent historical trading levels,” MAC CEO Mick McMullen said.

“Additionally the Scheme is subject to limited conditionality, which provides MAC shareholders with a high degree of Transaction certainty.

“The Transaction also presents a great outcome for other stakeholders in the CSA Copper Mine, who will benefit from the stewardship of a well-respected and high-quality operator in Harmony, who is looking to build a copper business in Australia through the acquisition of MAC and the development of their Eva Copper Project in Queensland.”