Vesuvius confirms takeover proposals from RHI Magnesita

Vesuvius plc has disclosed it has received multiple takeover offers from RHI Magnesita N.V. beginning in September 2025, as per a press release. The most recent offer, submitted on August 27, offers 470 pence per Vesuvius share in cash and 0.28 RHI shares for each 10 Vesuvius shares. This valuation equates to £551 per Vesuvius share, based on RHI’s average share price over the past month.

Vesuvius shareholders would gain around 7.1 million additional RHI shares and hold about 13% of the combined entity. The deal also permits shareholders to retain Vesuvius’s interim dividend of 7.1 pence per share without any deduction in the offer price. Cevian Capital AB, a long-standing Vesuvius shareholder since 2012, pledged on August 27 an irrevocable commitment to the proposed terms.

This director sits on Vesuvius’s board. The board is currently reviewing the latest proposal alongside their legal and financial advisors. Previously, Vesuvius had dismissed several RHI takeover bids, including an initial unsolicited offer of 448 pence per share on September 29, 2025, and a later all-cash proposal of 550 pence per share on March 17.

After further negotiations, the company rejected a revised offer on June 29 that substituted 17% of the cash for RHI shares. By UK takeover regulations, RHI must either confirm a firm intent to make an offer or rescind by October 27. Vesuvius has 255,442,891 ordinary shares, with 248,171,717 votes after setting aside treasury shares.

Financial institutions advising Vesuvius include J.P. Morgan Cazenove, Rothschild & Co, and Perella Weinberg.