Posco said, “Subject to the Macarthur Board recommending Peabody’s proposal to its shareholders (in the absence of a superior proposal), and to Posco considering and agreeing the key terms of its ongoing investment in Macarthur (a process which we could complete in a timely manner), Posco confirms its in-principle support for a Peabody-led privatisation of Macarthur in the absence of a superior proposal.”
ArcelorMittal said, “Although not providing (a) specific decision as to how ArcelorMittal will vote at any shareholders’ meeting, ArcelorMittal does recognise that the Peabody offer is one that warrants MCC giving it due consideration and providing them the necessary time for the 5 days due diligence that (Peabody) have sought from MCC Board.”
Peabody Energy had submitted an improved and definitive proposal to acquire a controlling interest in Macarthur Coal. Under Peabody’s proposal, Macarthur shareholders will receive a cash price of AUD16 per share valuing Macarthur at AUD4.1bn ($3.8bn).
As per the proposal, Peabody is prepared to offer cash to all Macarthur shareholders and remains willing to provide any, or all, of Macarthur’s three major shareholders with the opportunity to retain their economic interest in Macarthur should they so desire.
Peabody believes this optionality enhances the likelihood of securing shareholder approval under a customary scheme of arrangement.
Peabody’s proposal is subject only to a limited, confirmatory due diligence period of up to five days, primarily focused on the terms of material contracts, including potential change in control provisions. With cooperation from Macarthur, Peabody said that its proposal can be offered to Macarthur’s shareholders for consideration in a very short time period.
Peabody’s proposal will lapse if Macarthur proceeds with the shareholder vote scheduled for April 19, 2010, or if the Gloucester/Noble Group transactions proceed.
