TORONTO/MELBOURNE, March 20 - Lundin Mining’s (LUN.TO) board on Sunday recommended shareholders reject a C$4.7 billion ($4.8 billion) unsolicited bid by Equinox Minerals Ltd EQN.TO, arguing the offer undervalues the company and is too uncertain.
The rejection, which was widely expected, comes as Lundin shareholders prepare to vote on a friendly tie-up with Inmet Mining IMN.TO to create a new Canadian base metals miner called Symterra.
Lundin said that a special committee appointed to review the Equinox offer unanimously concluded that the bid was not in the best interests of Lundin’s shareholders or the company.
Equinox had no immediate comment on the rejection. Its shares rose 1.9 pct in early trade in Sydney on Monday.
“Equinox is essentially asking shareholders to grant them an option to acquire Lundin Mining, at their discretion, and their lenders discretion, at a price that is inadequate and containing substantial risks if implemented,” Chief Executive Phil Wright said in a statement.
Lundin’s response to the Equinox bid comes as no surprise, as the top management had weeks ago slammed the unsolicited bid as unattractive and too risky.
“Equinox is seeking to acquire control of Lundin Mining without paying an adequate premium for that control,” said Lundin, in its statement.
The premium represented by the unsolicited offer is substantially below premiums paid in other unsolicited metals and mining transactions, the Toronto-based miner said.
Lundin also questioned Equinox’s production forecasts and whether Equinox would be able to finance the $3.2 billion in debt it plans to take on to fund the bid.
“The offer has such extensive conditions that even if the amount of the offer was not so financially inadequate, the board would not recommend that shareholders accept the offer because we have no confidence that it would ever close,” said Chairman Lukas Lundin in a statement.
Another potential deterrent to accepting the bid is the C$120 million break fee Lundin would have to pay Inmet.
Equinox offered C$8.10 in cash or 1.29 Equinox shares plus $0.01, with up to a maximum $2.4 billion cash payment.
At a 50-50 cash and share split, based on last Friday’s close, the offer would be worth about C$7.44 per share, a 15 percent premium to Lundin’s last trade ahead of the offer.
Lundin’s shares closed last Friday at C$7.34 a share, while Equinox’s Toronto listed shares closed at C$5.24.
Reporting by Euan Rocha in Toronto, Allan Dowd in Vancouver and Sonali Paul in Sydney; Editing by Marguerita Choy and Balazs Koranyi