By Lisa Kerner
Charlotte, N.C., Dec. 10 - Evraz Group SA and its subsidiary Titan Acquisition Sub, Inc. agreed to acquire Claymont Steel Holdings, Inc. for $23.50 per share, or a total of $564.8 million including debt. The acquisition is another step in Evraz's long-term strategy to develop "higher value downstream markets" and will expand its presence in North America, the company said.
The offer price is a 19.1% premium to Claymont Steel's three-month volume-weighted average stock price and a 6.8% premium to the stock's closing price on Dec. 7.
Titan will begin a cash tender offer for all shares of Claymont Steel common stock the week of Dec. 17, according to a company news release.
Claymont Steel's board of directors approved the offer and recommended that its shareholders also accept the offer.
Claymont Steel shareholder H.I.G. Capital LLC, Inc., with a 42.6% stake in the company, agreed to tender its shares in the offer.
ABN Amro Inc. advised Evraz and will be the dealer-manager for the tender offer. Claymont Steel is being advised by Jefferies & Co., which also rendered a fairness opinion.
"We are excited at the opportunity to become part of a company with a significant international presence," Claymont Steel chairman and chief executive officer Jeff Bradley said in the release.
"As a plate producer, we believe Claymont Steel will be able to contribute to and complement Evraz's North American operations at Evraz Oregon Steel Mills, Inc."
Evraz is a vertically integrated steel and mining business based in Luxembourg.
Claymont Steel manufactures and sells custom discrete steel plate. The company is located in Claymont, Del.
| Acquirer: | Evraz Group SA
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| Target: | Claymont Steel Holdings, Inc.
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| Announcement date: | Dec. 10
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| Transaction total: | $564.8 million
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| Price per share: | $23.50
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| Expected closing: | Upon approvals
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| Stock price of target: | Nasdaq: PLTE: $22.00 on Dec. 7
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