UPDATE: Vesuvius "carefully" mulls RHI Magnesita takeover offer
(Alliance News) - RHI Magnesita NV on Tuesday confirmed that it is in advanced discussions with Vesuvius PLC regarding a possible recommended cash and share offer.
The Vienna-based supplier of refractory products, systems, and services confirmed the latest proposal, made on August 27, comprises 470 pence per Vesuvius share in cash and approximately 0.028 new RHI shares for every Vesuvius share. Based on RHI's share price on Monday, the proposal values each Vesuvius share at 549 pence.
The proposal values Vesuvius at around GBP1.37 billion.
Following the news, shares in Vesuvius were up 28% at 478.00 pence on Tuesday morning in London, giving the company a market capitalisation of around GBP1.18 billion.
RHI Magnesita shares were down 2.7% to 2,750.00 pence each on Tuesday, for a market capitalisation of GBP1.30 billion.
Under the proposal, Vesuvius shareholders would receive around 7.1 million new RHI shares and own approximately 13% of RHI's enlarged share capital following completion.
RHI said the proposal would be funded through new debt facilities and that it has undertaken preparations relating to financing and regulatory clearances.
RHI said Vesuvius's largest shareholder, Cevian Capital, which holds around 23% of Vesuvius, is supportive of the proposal if recommended by the Vesuvius board and has given an irrevocable undertaking to support it.
RHI has until October 27 to announce a firm intention to make an offer or walk away.
The latest proposal follows several previous approaches from RHI. The first, received in September 2025, was a cash offer of 448 pence per Vesuvius share, followed by further proposals in October, November and December.
In March, RHI submitted an all-cash proposal valued at 550 pence per Vesuvius share, following which Vesuvius granted RHI access to information to undertake confirmatory due diligence.
In June, RHI submitted a further proposal valued at 550 pence per Vesuvius share, comprising 454 pence in cash and 96 pence in new RHI shares. Vesuvius unanimously rejected the June proposal on June 29.
By Niall Holden, Alliance News reporter
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