Stillwater Mining Company

Robbins Arroyo LLP: Acquisition of Stillwater Mining Company (SWC) by Sibayne Gold Ltd. (SGL) May Not Be in Shareholders’ Best Interests

Robbins Arroyo LLP is investigating the proposed acquisition of Stillwater Mining Company (NYSE: SWC) by Sibayne Gold Ltd. (Johannesburg: SGL; NYSE: SBGL). On December 9, 2016, the two companies announced the signing of a definitive merger agreement pursuant to which Sibayne Gold will acquire Stillwater. Under the terms of the agreement, Stillwater shareholders will receive $18.00 for each share of Stillwater common stock.

Is the Proposed Acquisition Best for Stillwater and Its Shareholders?

Robbins Arroyo LLP’s investigation focuses on whether the board of directors at Stillwater is undertaking a fair process to obtain maximum value and adequately compensate its shareholders.

As an initial matter, the $18.00 merger consideration represents a premium of only 20.40% based on Stillwater’s thirty-day average closing price for the period ending December 8, 2016. This premium is significantly below the average thirty-day premium of nearly 42.23% for comparable transactions within the past three years. Further, the $18.00 merger consideration is significantly below the target price of $21.00 set by an analyst at FBR Capital Markets on November 2, 2016. In the last three years, Stillwater traded as high as $19.42 on July 30, 2014, and most recently traded above the merger consideration – at $18.26 – on September 2, 2014.

On October 28, 2016, Stillwater reported strong earnings results for its third quarter 2016. Stillwater reported total revenues of $196.6 million for the three months ended September 30, 2016, a 16.7% increase from the same period of the prior year. Stillwater has also beaten analyst estimates for revenue in three of the past four quarters. In commenting on these results, Stillwater President and Chief Executive Officer Mick McMullen remarked, “The third quarter 2016 results demonstrate that Stillwater Mining Company continues to deliver on operational plans and stated objectives. Our efforts to grow the recycling business have been successful as we processed 175,000 ounces of recycled PGMs during the third quarter of 2016, which was a Company record. Mined production and costs were in-line with our expectations. Based on our year-to-date results and future outlook, we remain confident in our ability to achieve the improved full-year guidance targets provided last quarter.”

In light of these facts, Robbins Arroyo LLP is examining Stillwater’s board of directors’ decision to sell the company now rather than allow shareholders to continue to participate in the company’s continued success and future growth prospects.

Stillwater shareholders have the option to file a class action lawsuit to ensure the board of directors obtains the best possible price for shareholders and the disclosure of material information.

Stillwater shareholders interested in information about their rights and potential remedies can contact attorney Darnell R. Donahue at (800) 350-6003, or you can complete the form below and we will contact you directly.


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