2 minute read
DDH1 and Perenti to create the ASX’s leading contract mining services group
DDH1 Limited and Perenti Group have announced that they have entered into a binding Scheme Implementation Agreement (SIA) under which DDH1 will combine with Perenti to create the ASX’s leading contract mining services group (Proposed Transaction).
contract mining services group. This represents a transformative opportunity for all DDH1 stakeholders, enabling them to participate in the additional upside that comes from being part of an enlarged and dynamic mining services company. The strategic fit between Perenti and DDH1 is exceptional, and our combined expertise will enhance our value offering to clients and employees alike. With a shared commitment to sustainability, innovation, safety, and service excellence, we are well positioned to continue growing our businesses. This transaction is a testament to our dedication to driving growth, providing enhanced liquidity, and delivering value for our shareholders.”
Under the terms of the Proposed Transaction, DDH1 shareholders will receive for each DDH1 share held $0.1238 cash plus 0.7111 Perenti shares (Standard Consideration).
DDH1 shareholders will also be offered an ability to elect maximum scrip or maximum cash consideration alternatives (subject to scale back arrangements based on a total available cash pool of $50 million). DDH1 shareholders will own ~29% of the combined entity, with the combined entity expected to realise material synergies of $22 million post-tax P&L synergies (FY24 impact at full run rate).
DDH1’s Board unanimously recommends shareholders vote in favour of the Proposed Transaction, subject to no superior proposal emerging for DDH1 and the Independent Expert concluding that the Scheme is in the best interest of shareholders. The Independent Directors of DDH1 have also separately met and recommend the Scheme.
Directors of DDH1 controlling 13.1% of DDH1 shares intend to vote in favour of the Proposed Transaction, subject to no superior proposal emerging for DDH1 and the Independent Expert concluding that the Scheme is in the best interest of shareholders.
Commenting on the Proposed Transaction, DDH1 Managing Director & CEO Sy Van Dyk said: “Today, we are excited to announce the Proposed Transaction between DDH1 and Perenti, paving the way for the creation of the ASX’s leading
Commenting on the Proposed Transaction, Perenti Managing Director & CEO Mark Norwell said: “Perenti has a long and proud history in drilling and understands the structural attractiveness of the market from our Ausdrill heritage and Barminco Diamond Drilling business. The long term outlook for a sustained production cycle needs increased drilling spend to ensure mining reserves are not diminished, and drilling is becoming more complex, resulting in larger programs and demand for specialist services. DDH1 is a highly respected tier 1 global operator, with significant capabilities across a complete range of specialised surface and underground drilling services, that are complementary to our existing clients and service offering. We look forward to the DDH1 team joining our group and continuing to deliver market leading solutions for our customers.”
The combination of DDH1 and Perenti will result in a world-class mining services group, offering comprehensive drilling services, contract mining, technology solutions and other mining services across the globe. DDH1’s established brands, including DDH1 Drilling, Ranger Drilling, Strike Drilling, and Swick Mining Services, will retain their identities within the newly formed Perenti-owned Drilling Services Division. This division will also incorporate Perenti’s Ausdrill drilling services business. Under the leadership of Sy Van Dyk, the newly formed Drilling Services Division will drive enhanced value offerings, while maintaining successful branding and a customer centric focus. As a result of the Proposed Transaction, Perenti will become the #1 ASX listed contract mining services company.