28 February 2018, London. RHI Magnesita N.V. (LSE: RHIM), a global leading supplier of refractory products, systems and services, announces updated information on the Integrated Tender Offer for Magnesita Refratários S.A. (“Magnesita”).
Appraisal Report
As announced by Magnesita yesterday, the Appraisal Report, prepared by BR Partners, an independent appraiser appointed by Magnesita’s Shareholders Meeting held on 30 November, 2017, was made available on Magnesita’s website (ri.magnesita.com). According to the Appraisal Report, the economic value of Magnesita’s shares ranges between R$33.87 and R$37.25, with R$35.56 being the mid-point, calculated according to the discounted cash flow methodology, identified by BR Partners as the most adequate methodology for assessing Magnesita’s shares economic value (“Economic Value”).
Integrated Tender Offer Update
In order to ensure that the cash-only alternative offer is at least equivalent to the Economic Value, RHI Magnesita’s Board of Directors approved an amendment to the cash-only alternative offer to the higher of:
i) R$31.09 (equivalent to EUR 8.19, converted by the exchange rate of R$3.7979 per Euro, published by the Brazilian Central Bank on October 26, 2017 (“Closing Date”)), adjusted by SELIC (the Brazilian benchmark interest rate) from the Closing Date until the date of the settlement of the auction of the Integrated Tender Offer; and
ii) R$35.56, not adjusted by SELIC
RHI Magnesita informs there are no changes to the cash plus shares option, where for each Magnesita share RHI Magnesita has offered R$17.81 (adjusted by SELIC from the Closing Date until the date of the settlement of the auction of the Integrated Tender Offer) plus 0.1998 RHI Magnesita shares.
As of the close of trading yesterday Magnesita’s shares were quoted at R$ 55.40.
RHI Magnesita will provide further updates on the progress of the Integrated Tender Offer as and when appropriate.
About RHI Magnesita
RHI Magnesita is the result of the combination of RHI and Magnesita to form the global leading supplier of high-grade refractory products, systems and services which are indispensable for industrial high-temperature processes exceeding 1,200°C in a wide range of industries, including steel, cement, non-ferrous metals, and glass, among others. With a vertically integrated value chain, from raw materials to refractory products and full performance-based solutions, RHI Magnesita serves more than 10,000 customers in nearly all countries around the world.
The Company has unmatched geographic diversification with more than 14,000 employees in 35 main production sites and more than 70 sales offices. RHI Magnesita intends to use its global leadership position in terms of revenue, greater scale, complementary product portfolio and diversified geographic presence around the world to target opportunistically those countries and regions benefitting from more dynamic economic growth prospects.
For more information please visit: www.rhimagnesita.com
Enquiries:
RHI Magnesita N.V.
Eduardo Gotilla, Head of Corporate Finance and Investor Relations
Tel +44 (0) 20 3823 3661
E-mail: eduardo.gotilla@rhimagnesita.com
Stefan Rathausky, Head of Corporate Communications
Tel +43 50213-6059
E-mail: stefan.rathausky@rhimagnesita.com