BlueScope shares jump 20% on takeover news

This steel company is a takeover target. Here's what you need to know.

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Key points

  • BlueScope is suddenly back in takeover-talk territory after confirming it’s received four approaches since 2024 from the same SGH/Steel Dynamics consortium, with the latest pitching $30 a share in cash.
  • The proposed structure is a bit of a two-step deal where SGH would buy all of BlueScope and then on-sell the North American businesses to Steel Dynamics, which explains why the market’s paying attention.
  • It’s still far from done because the offer is non-binding and loaded with conditions (exclusivity, due diligence, board and shareholder sign-off, funding and regulatory approvals), and BlueScope has already knocked back $24, $27.50 and $29 as undervaluing the business and carrying execution risk.

BlueScope Steel Ltd (ASX: BSL) shares are charging higher on Tuesday morning.

At the time of writing, the steel products company's shares are up 20% to $29.22.

This compares favourably to the ASX 200 index, which is up 0.2% in early trade.

Why are BlueScope shares charging higher?

Investors have been scrambling to buy the company's shares this morning following the release of an announcement after the market close on Monday in response to takeover speculation in the media.

Well, it turns out that the speculation was correct, with BlueScope revealing that it has received four takeover offers since 2024 from the same suitor.

According to the release, on 12 December it received an unsolicited, non-binding, and indicative proposal from an Australian and US consortium to acquire all BlueScope shares by way of a scheme of arrangement.

The consortium, which comprises SGH Ltd (ASX: SGH) and US-based Steel Dynamics (NASDAQ: STLD), has tabled an offer of $30.00 cash per BlueScope share.

The company notes that the indicative proposal would see SGH acquire all of BlueScope's shares and then on-sell BlueScope's North American businesses to Steel Dynamics.

The proposal is subject to a number of conditions. This includes exclusivity, due diligence, no material adverse change in BlueScope's business, a unanimous recommendation from the BlueScope board, approval of BlueScope shareholders, no further share buy-backs, final approvals from SGH and Steel Dynamics' boards, and necessary regulatory approvals.

BlueScope also highlights that the indicative proposal includes highly conditional debt funding support.

What's next?

BlueScope is yet to make a decision on this proposal and is considering the offer.

However, it is worth noting that after rejecting previous offers of $24.00 per share, $27.50 per share, and $29.00 per share "as they significantly undervalued BlueScope and its future prospects, and presented significant execution risk in relation to regulatory outcomes", it remains to be seen whether this latest proposal will be enough to get a deal over the line.

Commenting on the offer, SGH's managing director and CEO, Ryan Stokes, said:

We believe BlueScope's Australian business is a strong strategic fit for SGH and we have a proven track record of driving performance improvement in domestic industrial businesses. We intend to leverage our disciplined operating model and capital allocation approach to deliver better outcomes for stakeholders.

Steel Dynamics' CEO, Mark Millett, adds:

We believe the acquisition of BlueScope's North American Assets will be highly complementary to our existing operations and further expands our capabilities domestically. The combination of BSL's North American teams and assets with SDI would be an excellent fit in every sense and create value for all stakeholders.

Motley Fool contributor James Mickleboro has no position in any of the stocks mentioned. The Motley Fool Australia's parent company Motley Fool Holdings Inc. has recommended Steel Dynamics. The Motley Fool Australia has no position in any of the stocks mentioned. The Motley Fool has a disclosure policy. This article contains general investment advice only (under AFSL 400691). Authorised by Scott Phillips.

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