Vesuvius Shares Soar 23% on Confirmation of RHI Magnesita Takeover Bid

Shares of Vesuvius PLC (VSVS.L) surged as much as 23% on Tuesday after the British refractories maker confirmed it is evaluating a takeover proposal from rival RHI Magnesita NV (RHIM.L). The latest non-binding offer values the company at 551 pence per share.

Proposal Details

The proposal, which Vesuvius said was made on August 27, is structured as a mix of cash and stock. Vesuvius stated its board is currently evaluating the offer with financial and legal advisers, assessing its terms and potential execution risks.

Key terms of the offer include:

• 470 pence in cash per Vesuvius share.
• 0.28 new RHI Magnesita shares for every 10 Vesuvius shares held.
• The offer also includes Vesuvius's declared interim dividend of 7.1 pence per share.

If completed, the deal would result in Vesuvius shareholders owning approximately 13% of the enlarged company. Vesuvius's largest shareholder, Cevian Capital, has provided an irrevocable undertaking to support a recommended offer on the proposed financial terms.

A History of Negotiations

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This latest proposal follows a series of approaches from RHI Magnesita that began in September 2025. An initial all-cash offer of 448 pence per share was rejected, along with several subsequent proposals.

A key development occurred in March 2026, when RHI Magnesita offered 550 pence per share in cash, after which Vesuvius granted access for confirmatory due diligence. However, a revised cash-and-stock proposal in June was ultimately rejected by the Vesuvius board on June 29.

Next Steps

Vesuvius has advised its shareholders to take no action at this time, emphasizing that there is no certainty a firm offer will be made. The company noted that it made Tuesday's announcement without the prior agreement of RHI Magnesita.

Under the UK's Takeover Code, RHI Magnesita must either announce a firm intention to make an offer or state that it will not do so by 5:00 p.m. London time on October 27, unless regulators grant an extension.