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Boral releases Target’s Statement on SGH Offer


Boral has presented a comprehensive Target’s Statement, explaining to its shareholders why they should not accept an off-market Offer from Seven Group Holdings (SGH) to purchase all non-SGH-owned Boral shares.

The Offer, as previously announced, was worth $6.50 per share – a 4.8 per cent discount on the current Boral share price of $6.83– and presented a loss to anyone who accepted the offer.

For this reason, among others, the Target’s Statement has outlined the fact that SGH’s Offer does not account for the current and future value of Boral.

“The Boral Independent Board Committee has carefully considered the SGH Offer to assess whether it is in the best interests of Boral shareholders and believes that the SGH Offer materially undervalues your Boral shares,” Boral chairman Kathryn Fagg said in the statement.

Boral appointed Grant Samuel & Associates to assess the material value of Boral now and into the future, and the independent expert revealed Boral’s fair market value to be between $8.25 and $9.13 per share – a 20 to 33 per cent increase on the current share price.

Fagg said if SGH were to attempt such a takeover in a fair manner, they should at least offer to purchase Boral shares at a fair price.

“Our core focus is to deliver value to all Boral shareholders and we want all Boral shareholders to benefit from the future value we believe is available through Boral. We believe any proposal to acquire control of Boral should be at a fair value,” Fagg said.

The Statement outlined several reasons not to accept the Offer, including Boral’s so-far successful strategy to minimise debt, a comprehensive growth portfolio, a surplus of Australian properties, and SGH’s “opportunistic” Offer seeming to realise the growth potential of Boral.

The SGH Offer closes on June 25, one month after it opened, unless extended.

The full Target Statement is available to view on the Boral and ASX websites.


More positively for Boral, the company has received a share of the federal government’s $50 million Carbon Capture, Use and Storage (CCUS) Development Fund.

Up to $2.4 million was devoted to a pilot scale carbon capture and use project at Boral’s New Berrima operation in New South Wales to use captured carbon to improve the quality of its recycled concrete, masonry and steel slag aggregates.

The Federal Minister for Energy and Emissions Reduction Angus Taylor said the demand for a fund like this was increasing and the receiving companies were incredibly important to the future of carbon capture technology.

“We received funding applications to support $1.2 billion of investment in carbon capture projects and technologies,” Taylor said.

“The projects we have supported through this program include a number of exciting, Australian-first technology demonstrations.”

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