Anglo American has rejected a second acquisition proposal from the Australian mining company BHP, citing that the latest offer remains unchanged from the one previously dismissed last month.
In an update on Monday, Anglo confirmed receiving a second unsolicited, non-binding, and highly conditional combination proposal from BHP on May 7.
However, after consulting with its advisers, Anglo's board concluded that the new proposal continues to significantly undervalue Anglo American and its future prospects.
Additionally, the board considered detailed feedback from extensive engagement with shareholders and stakeholders since BHP's approach became public on April 24, 2024.
"In addition to significantly undervaluing Anglo American, the latest proposal involves a structure that the Board believes is highly unattractive for our shareholders due to its inherent uncertainty, complexity, and significant execution risks," Anglo stated.
"The proposal includes a requirement for two contemporaneous demergers, creating significant uncertainty, which disproportionately affects Anglo American shareholders."
BHP's proposal comprises an all-share offer for Anglo American, with a requirement for Anglo American to complete two separate demergers of its entire shareholdings in Anglo American Platinum Limited and Kumba Iron Ore Limited to Anglo American shareholders. The all-share offer and the required demergers would be inter-conditional.
Anglo emphasized that these required demergers create significant uncertainty, disproportionately impacting Anglo American shareholders.
According to Anglo, the shareholdings in Anglo American Platinum Limited and Kumba Iron Ore Limited, valued at approximately $15 billion at current market prices, represent 34 percent of the proposed total consideration.
"This is a substantial amount of stock to distribute and reflects a majority of the shares of both Anglo American Platinum Limited and Kumba Iron Ore Limited," Anglo explained.
"This adds significant uncertainty to the delivered value as part of the proposal. Additionally, by requiring these demergers as part of a takeover of Anglo American, it necessitates additional approvals related to these two demergers."