Canada-based mining, exploration and development company, Breakwater Resources Ltd. (Toronto: BWR) said today that it has entered into a binding agreement with Belgium-based Nyrstar NV, the world’s biggest zinc producer, under which Nyrstar has agreed to make an all-cash offer to acquire all of the issued and outstanding shares of Breakwater Resources.
The deal is considered to be a part of a strategy at Nyrstar, of buying more mines to increase its self-sufficiency. The acquisition will increase the percentage of zinc Nyrstar gets from its own mines to 43 percent from 31 percent, bringing it closer to its medium-term target of 50 percent.
The Nyrstar Offer, together with the Breakwater Special Dividend, implies a total transaction value to Breakwater shareholders of approximately $ 684.5 million (C$663 million) on a fully diluted basis. Nyrstar said on Wednesday it will pay an agreed C$7.00 per share and Breakwater shareholders will also get a special dividend of C$0.50. The offer represents a premium of approximately 44 percent over Breakwater's closing share price of C$5.20 on the Toronto Stock Exchange (TSX) on Tuesday, and a premium of 41 percent to Breakwater's volume weighted average price of C$5.31 on the TSX for the 20 trading days ending prior to the announcement of the Nyrstar Offer.
Commenting on the offer, Breakwater's Chief Executive Officer, David M. Petroff said: "The offer made by Nyrstar represents an attractive and fair premium to the current share price. The tremendous efforts of our employees and the investments in the productivity and efficiency of our operations have been effective in drawing the attention of an internationally respected integrated smelting company. Nyrstar's Offer provides Breakwater's shareholders with immediate liquidity and accordingly, we are recommending shareholders tender their shares to the Nyrstar Offer."
