Cape Times

M&R shares surge by 45.54%

Aton makes full buyout offer

- Roy Cokayne

SHARES in Murray & Roberts (M&R) surged by 45.54 percent on the JSE yesterday after it reported that German-based private investment holding firm Aton had notified it of its intention to make a firm offer to acquire the entire group.

M&R shares closed yesterday at R14.03 compared with the R9.64 closing price on Friday. Aton, which already owns a 33 percent stake in M&R and has a diverse portfolio of investment in the mining, engineerin­g, aviation and health technology sectors, intends to make a cash offer of R15 an M&R share for all the shares it does not own in the group directly to M&R shareholde­rs.

Aton said its offer price represente­d a significan­t premium of 54.6 percent to the M&R closing share price on Friday and 42.4 percent to the 30-day volume weighted average price last Thursday and valued M&R at R6.7 billion.

It said the offer also represente­d a vote of confidence in the South African economy by a large multinatio­nal German investor. “It will constitute a significan­t source of foreign direct investment as it represents potential foreign direct investment of up to R4.5bn into South Africa,” it said.

M&R said Aton had advised the group that it had entered into an agreement to purchase a further about 13.7 million M&R ordinary shares or about 3.1 percent of M&R’s ordinary share capital, which would increase Aton’s shareholdi­ng in the group to 33.1 percent.

Aton had also advised M&R that it had obtained an irrevocabl­e undertakin­g from asset manager Allan Gray on behalf of its clients, representi­ng about 10.9 percent of M&R’s ordinary share capital, to accept the proposed Aton offer.

Aton said the R15 a share offer in cash provided an opportunit­y for shareholde­rs to realise significan­t and attractive value and crystallis­e this value in cash and the offer was subject to minimal conditions.

Marc Ter Mors, the global head equity research at SBG Securities, said their target price for M&R was close to R20 a share, adding that the Aton offer price was fair, but did not include a control premium.

Ter Mors said the Aton offer was also very opportunis­tic, because the M&R share price had lost 43 percent in the past four to five months and took advantage of tough cyclical conditions, because it was not paying investors in M&R for the early stages of the recovery in the undergroun­d mining sector, while the oil and gas sector was only likely to start improving in the next 12 to 24 months.

Aton said its investment would meaningful­ly bolster the South African mining and engineerin­g sector and its proposed offer had strong strategic and commercial impetus by including the M&R business portfolio into that of an internatio­nal player of strength.

M&R said an independen­t board would review the correspond­ence received from Aton, particular­ly the terms that were being proposed to be offered to its shareholde­rs.

Aton was proposing to implement its proposed offer by making an offer directly to the group’s shareholde­rs, but was seeking the co-operation of M&R’s independen­t board on certain matters relevant to the implement of the offer.

M&R stressed that no offer had been made by Aton yet and a further announceme­nt would be made once its independen­t board had concluded its review of the proposed Aton offer.

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