Appian files High Court claim against Sibanye-Stillwater after termination of $1.2 billion transaction
Christian Fernsby ▼ | May 30, 2022
Funds sponsored by Appian Capital Advisory have filed a claim at the High Court of England and Wales seeking compensation from Sibanye-Stillwater Limited and its subsidiary Sibanye BM Brazil for Sibanye's failure to close on a transaction, together with other associated material breaches.Article continues below
The claim relates to Sibanye's breach of two sale and purchase agreements ("SPAs") for its acquisition of Brazilian mining companies Atlantic Nickel and Mineração Vale Verde from Appian, and follows the notice of claim served by the Company on Sibanye on 16 February 2022.
Sibanye's termination was based on the incorrect assertion that a geotechnical instability at Atlantic Nickel's Santa Rita mine constituted a material adverse effect ("MAE") under the terms of the relevant SPA.
In reality, the event, which Sibanye had previously assessed as an occurrence "to be anticipated in mature mining operations", had minimal impact on the mine.
Appian considers that Sibanye has improperly relied on the event to avoid its legal obligations and that Sibanye wished to terminate the SPAs for commercial reasons unrelated to the geotechnical event.
Despite repeated requests, Sibanye has failed to provide Appian with any contemporaneous evidence to support its alleged assessment that the geotechnical instability amounted to an MAE prior to its refusal to close under the SPAs.
Sibanye's failure to close the transaction and incorrect public statements in relation to the Santa Rita mine have materially damaged the market perception of Atlantic Nickel and Appian. Through these proceedings, the Company is seeking to recover its losses in full. ■ What to read next
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