In today’s briefing:
- Mayne Pharma: No Precedence for a Deal Termination
- Adriatic Metals (ADT AU)/Dundee Metals (DPM CN): A Burgeoning Balkan Play
- Santos (STO AU): XRG’s Non-Binding Offer Faces an FIRB Challenge
- PointsBet (PBH AU) [Further] Backs MIXI’s Offer, Rejects Betr’s
- Challenger Limited Placement: TAL Dai-Ichi Bidding Higher, Apollo Overhang Gone
- Jupiter Mines Takeover Potential, Wanda Hotel Special Dividend, and OCI Methanol Sale Near Completion
- Readcloud Ltd – Delivering profitable growth
Mayne Pharma: No Precedence for a Deal Termination
- Cosette signed a binding agreement to acquire Mayne Pharma (MYX AU) for $7.40 per share.
- Cosette predictably got cold feet and is attempting to terminate the deal, invoking the deal’s material adverse clause.
- Moreover, Cosette has repeatedly failed to quantify its allegations. The extant stock price implies a less than 30% chance of deal closure in spite of having zero precedence for support.
Adriatic Metals (ADT AU)/Dundee Metals (DPM CN): A Burgeoning Balkan Play
- Dual-Listed Adriatic Metals PLC (ADT AU) has announced a cash/scrip Offer from Dundee Precious Metals (DPM CN) with an implied Offer price of A$5.56/share, a 47.8% premium to undisturbed.
- Dundee is offering 0.1590 new Dundee shares per ADT share, plus 93 pence in cash. Roughly a 35:65 cash/scrip split for the Aussie listed line.
- Adriatic is incorporated in the UK so the Offer is being done by a UK Scheme. Irrevocables tally 37.23%. Clean deal.
Santos (STO AU): XRG’s Non-Binding Offer Faces an FIRB Challenge
- Santos Ltd (STO AU) has disclosed a “final” non-binding proposal from the XRG consortium at US$5.76 (A$8.89), a 27.7% premium to the undisturbed price of A$6.96 (13 June).
- The offer is subject to several regulatory approvals. FIRB approval is the primary risk due to a foreign government-controlled entity controlling critical domestic infrastructure assets.
- The offer is attractive compared to peer multiples and historical trading ranges. Retail has a mixed view on the offer, which should not be an issue for the vote.
PointsBet (PBH AU) [Further] Backs MIXI’s Offer, Rejects Betr’s
- On the 3rd June, MIXI bumped Scheme terms to A$1.20/share; and should the Scheme fail, MIXI was “willing to consider” an off-market takeover at A$1.20/share with a 50.1% acceptance hurdle.
- PointsBet (PBH AU) has now entered a bid implementation deed with MIXI on the off-market Offer, conditional on the Scheme failing; which it will given BETR (BBT AU)‘s 19.9% stake.
- And on Betr? PBH has rejected its Offer, questioning the computation of the synergies, and calling the bid materially below MIXI’s.
Challenger Limited Placement: TAL Dai-Ichi Bidding Higher, Apollo Overhang Gone
- AP Liberty (Apollo) is looking to raise US$170m from selling out its stake in Challenger Ltd (CGF AU) .
- This selldown comes on the heels of a previous selldown in September 2024 ; Apollo is conducting a clean-up sale now.
- In this note, we run the deal through our ECM framework and comment on deal dynamics.
Jupiter Mines Takeover Potential, Wanda Hotel Special Dividend, and OCI Methanol Sale Near Completion
- Jupiter Mines (JMS:AX) potential takeover: JV sale valued Tshipi mine at A$0.315/share, 60% above current trading levels.
- OCI N.V. (OCI:AS) nearing methanol business sale completion: US$1.2bn cash, 9.9 million MEOX shares, €8/share net cash position.
- Mayne Pharma (MYX:AX) merger dispute: Cosette issued termination notice, MYX denies allegations, court hearing scheduled for September 9.
Readcloud Ltd – Delivering profitable growth
- ReadCloud Limited (ASX:RCL) services the education sector through the provision of digital learning content, proprietary interactive technology, and support for students and educators.
- The company has released its H1 FY25 interim result (September year-end), illustrating a continuation of strong momentum in the core schools-focussed businesses.
- Group sales and fee revenue grew 13% to $9.2m, underlying EBITDA strengthened 73% to $1.8m, with strong cash conversion delivering operating cash flow of $1.9m for the half, leaving the company with $3.5m cash and no debt at period end.
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