Tensions are escalating in the takeover battle for Royal Bafokeng Platinum
TENSIONS seem to be escalating in the year-long takeover battle for Royal Bafokeng Platinum (RBPlat) as Northam Platinum submitted a complaint to the Takeover Regulation Panel (TRP). This was in response to RBPlat’s independent expert, finding that Impala Platinum's (Implats) offer to acquire all outstanding shares in RBPlat that it does not already own, was fair and reasonable.
Implats owns just more than 41% stake in RBPlat in terms of cash and shares offer for the company worth R150 per RBPlat share. Last month, Northam announced an offer of R180 per RBPlat share in cash and shares for RBPlat. In its complaint, Northam was not happy with several administrative issues in RBPlat’s independent expert report and its subsequent circular about that report. RBPlat disputed the various complaints raised by Northam, and certain of the complaints were dismissed by the TRP.
“However, the TRP has requested that the company provide certain additional disclosures in relation to the information contained in the fair and reasonable report attached to the Response Circular,” RBPlat said.
RBPlat said it believed that the Independent Expert Report complied with the requirements of the Companies Act and Companies Regulations, 2011. The miner said in avoidance of any doubt, it would make additional disclosures related to the independent expert report, including the displaying of the date of the independent expert report of February 8, in Annexure 1 of the circular.
RBPlat said as required by Regulation 90(5) of the Companies Regulations but being disputed by Northam, that a South African Code For The Reporting Of Mineral Asset Valuation code-compliant valuation approach and methodology was applied in the independent expert report.
According to RBPlats, Regulation 90(6)(f) which speaks to the fair and reasonable opinion includes “a range of final valuation values attributable to the relevant securities or assets and a most likely value used as the core number for purposes of the expression of the opinion”.
The group said the range at which the independent expert believed an offer by Implats to RBPlat shareholders would be fair, being a range of between 0.22 and 0.34 Implats shares for every one RBPlat share, after deducting the cash amount of R90 per RBPlat share.
“The most likely value used as the core number, is the midpoint value of 0.28 Implats shares for every one RBPlat share, after deducting the cash amount of R90 per RBPlat shar” it said.
Meanwhile, Bloomberg News reported that the takeover bid was harming RBPlats, and it urged the Public Investment Corporation (PIC), one of the investors, to resolve the situation.
According to the newswire, RBPlat spokesperson Lindiwe Montshiwagae said: “We are starting to see the impact of the ongoing uncertainty caused by the current corporate action. We have seen the impact in operational performance. The PIC can break the deadlock for control in the interests of RBPlat and its stakeholders and therefore restore operational normality”.”