Overview - SGH Ltd has submitted a Non-Binding Indicative Offer (NBIO) to acquire 100% of BlueScope Steel Ltd (BSL) in partnership with Steel Dynamics, Inc. (SDI) [1] Proposal Details - The acquisition proposal includes a cash consideration of AUD$30.00 (USD$20.04) per share, representing a total equity value of AUD$13.2 billion (USD$8.8 billion) for BSL [3][6] - SGH and SDI plan to sell BSL's North American operations to SDI while retaining BSL's Australian and other international operations [2] - The proposal is subject to customary conditions, including due diligence and regulatory approvals [4] Strategic Rationale - SGH and SDI believe that BSL's operations in Australia and North America are not strategically compatible and would benefit from being standalone businesses [5] - The acquisition is expected to provide significant value for BSL's shareholders and other stakeholders, including team members and local communities [7] Financial Aspects - The proposal offers a 27% premium to BSL's closing share price at the time of the NBIO submission and a 33% premium to both the 3-month and 52-week volume-weighted average share prices [6] - SGH and SDI will fund the transaction through existing cash reserves and debt financing, with no equity required to be raised [11] Management and Governance - SGH intends to offer one or two board positions to current BSL directors to ensure continuity and effective knowledge transfer [8] - Key management from BSL will be retained to support the Australian and North American operations [8] Next Steps - SGH and SDI are committed to conducting confirmatory due diligence and have engaged financial and legal advisors to assist in the process [13]
SGH and Steel Dynamics confirm the submission of a NBIO to acquire BlueScope Steel Ltd