Minerals Tech’s $1.38 Billion Bid for Amcol Tops Imerys

Minerals Technologies Inc. (MTX) made an unsolicited $1.38 billion bid for Amcol International Corp. (ACO) to add specialty clay products, topping an accepted offer from Imerys SA. (NK)

The cash offer of $42 a share was conveyed to Amcol directors, New York-based Minerals Technologies said today in a statement. The bid comes two days after Hoffman Estates, Illinois-based Amcol said it agreed to be acquired by Imerys for $41 a share in cash.

Amcol is a producer of bentonite clay whose products are used in metal casting, construction, drilling and landfill liners. Minerals Technologies said Amcol would complement its environmental, energy and consumer products. For Paris-based Imerys, which makes building materials, Amcol’s North American sales would offset a slower economy in Europe.

“Our proposal is clearly superior to the existing deal for Amcol,” Joseph C. Muscari, executive chairman of Minerals Technologies, said in the statement.

Imerys is still “committed to completing a deal that adds value for shareholders of both companies,” the company said today in e-mailed statement.

Amcol rose 9.5 percent to $45.27 at the close in New York, the highest price since at least 1987. The shares have gained 23 percent in the three trading days since the deal with Imerys was announced. Minerals Technologies climbed 0.6 percent to $53.40. Imerys fell 1.1 percent to 63.22 euros in Paris.

Ebitda Multiple

Minerals Technologies’ offer includes $1.38 billion of equity value and the assumption of $201.3 million of debt, according to data compiled by Bloomberg. The deal with Imerys is for $1.35 billion in equity value plus debt assumption.

Amcol had $86.5 million in earnings before interest, taxes, depreciation and amortization in the 2013 fiscal year on $1.01 billion of revenue, according to data compiled by Bloomberg.

Minerals Technologies’ offer is worth about 10.5 times Amcol’s 2013 adjusted Ebitda of $155.5 million, while he Imerys offer is worth 10.3 times, Al Kaschalk, a Los Angeles-based analyst at Wedbush Securities Inc., said in a note today. He has the equivalent of a hold rating on Amcol.

The Imerys offer was unanimously approved by the board of directors of both companies. Mineral Technologies’ legal counsel is Cravath, Swaine & Moore LLP and its financial adviser is Lazard Ltd.

To contact the reporter on this story: Jack Kaskey in Houston at jkaskey@bloomberg.net

To contact the editor responsible for this story: Simon Casey at scasey4@bloomberg.net

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