Highlights

  • Acquirer: PT Bumi Resources Tbk (BUMI) or a wholly owned subsidiary.
  • Transaction type: Australian Scheme of Arrangement.
  • Cash Consideration: A$0.45 per Loyal share.
  • Equity Valuation: ~A$79.1 million.
  • Premium: 40.6% above last close (A$0.32) and 49.6% above 10-day VWAP (A$0.30).
  • Shareholder Support: Major shareholders (~28.6% of issued capital) and Directors (~2.1%) committed to vote in favor.
  • Scheme Meeting: Expected early August 2026; implementation shortly after.

 

Loyal Metals Ltd (ASX:LLM) has reached a significant milestone, entering into a Scheme Implementation Deed with PT Bumi Resources Tbk (BUMI) for an all-cash acquisition at A$0.45 per share, valuing the company at approximately A$79.1 million. The proposed deal represents a 40% premium over Loyal Metals’ last closing price, reflecting the strategic appeal of the transaction to shareholders. With major investors and directors already committed to support the Scheme, the acquisition offers immediate liquidity, reduces development risk, and positions Loyal Metals’ projects in Australia and Canada for potential accelerated value creation under BUMI’s backing.

Strategic Rationale

The Scheme delivers immediate cash consideration at a significant premium, providing Loyal Metals’ shareholders with:

  • Certainty of value in an all-cash transaction.
  • Reduced execution and development risk at Australian and Canadian projects.
  • Funding sourced from BUMI’s existing cash reserves (~US$118.6M as of Dec 2025) and/or available financing.

Management Commentary

Founder & Chairman Peretz Schapiro:

“Since listing in 2021, our focus has always been delivering value for shareholders. This transaction achieves that mission, and we thank all investors and our team for their support.”

Board Recommendation:

  • Directors unanimously recommend voting in favor of the Scheme, assuming no superior proposal and independent expert confirmation.

Conditions and Approvals

The Scheme is subject to:

  • Independent expert concluding the Scheme is in shareholders’ best interests.
  • Shareholder approval (75% vote by value and majority by number at the Scheme Meeting).
  • Completion of the Highway Project Acquisition.
  • Exercise or cancellation of all in-the-money options; lapse or cancellation of out-of-the-money options.
  • Conversion of all performance rights/shares into Loyal shares by the Record Date.
  • Regulatory approvals, FIRB approval, Court approval, and absence of material adverse changes.

Exclusivity Provisions:

  • No-shop, no-talk, and matching rights to prevent competing proposals.
  • Break fees apply under certain circumstances.

Share Performance and Market Context

  • Last Price: A$0.417
  • Daily Change: +28.46%
  • Volume: 7,427,591 shares
  • Bid/Offer: A$0.415 – A$0.420
  • Market Cap: A$48.83 million

The share price reflects strong investor optimism and the market’s recognition of the premium offered under the proposed BUMI acquisition.

Conclusion

Loyal Metals has agreed to a Board-recommended, all-cash acquisition by PT Bumi Resources, valuing the company at ~A$79.1 million and offering shareholders a premium of up to 49.6% over recent trading. The transaction provides certainty, immediate liquidity, and mitigates project risk, while subject to customary approvals and shareholder support expected in early August 2026.