Bradken chairman Nick Greiner and managing director Brian Hodges, who says the string of overtures from outsiders in the past 13 months had been frustrating to deal with at the same time as the company responded to a sharp downturn in the mining cycle. 
Photo: Dean Osland Bradken chairman Nick Greiner says the beleaguered mining services group’s share price has “overreacted” to the company’s recent woes, as it entered into 60-day talks with Chilean industrial group Sigdo Koppers to explore a merger with its grinding media group, Magotteaux.
As revealed by Fairfax Media on Thursday, CHAMP Private Equity teamed up with the Chilean firm to inject $70 million into Bradken via redeemable convertible preference securities, preventing it from breaching its debt covenants.
The company also struck a deal with its lenders to lift the company’s gearing covenant to 3.5 times until December 31, giving the company valuable breathing space as it works to complete a restructure and commence the merger talks.
Investors pushed the company’s share price down to its lowest level in six years. In morning trading, the stock slid 15 per cent to $1.46, the lowest it has traded since March 2009, before closing down 11.3 per cent to $1.52.
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The mining consumables group once had a market capitalisation of $1.6 billion, when it was trading at just under $15 a share in 2007.
Mr Greiner said Bradken had eyed off a deal with Magotteaux for almost a decade.
“Magotteaux has been one of the companies, and I have been around for 10 years, that has been on our list … of acquisition targets,” Mr Greiner told Fairfax Media.
“It makes overwhelming commercial logic to put them together. We actually like the fact that there is some diversification away from mining … the world is changing and we think this is the sort of proposal that makes sense because it gives you serious scale and diversification.”
The potential merger is the latest in a long line of offers, of gradually decreasing values, the company has fielded in the past year.
In August 2014, Pacific Equity Partners (PEP) and Bain Capital offered $6 a share before reducing the offer and eventually walking away from it due to financing issues. PEP returned in April, this time partnering with Koch Industries, with a $2.50-a-share offer, which Bradken rejected on the basis it was “opportunistic”.
Mr Greiner said the recapitalisation with Sigdo Koppers and CHAMP, which bought and sold the company more than a decade ago and counts Mr Greiner as a member of its advisory board, and the potential merger with Magotteaux, presented a better option.
“What remains to be worked out is the extent of the future profitability of a combined business and how much Bradken shareholders can get in terms of value. But everyone, in terms of SK, realises we are looking at a value that is very clearly above the $2.50 [offer],” he said.
“PEP and Koch know my number and if they come back and it’s an attractive price it is perfectly obvious what the board will do.”
The company had $433.8 million net debt at December 31 and was guiding towards tough trading conditions in the second half. Bradken said it expects full-year EBITDA to fall between $136 and $138 million, with net debt of $420 million, prior to the investment by CHAMP and Sigdo Koppers. It also flagged a non-cash impairment charge of $135 million to $145 million.