Masan, Mitsubishi Materials Corporation reach framework agreement

Masan High-Tech Materials has reached a framework agreement with Japan's Mitsubishi Materials Corporation Group (MMC Group), the former announced in a Tuesday release.

MMC Group intends to acquire 100% of H.C. Starck Holding (Germany) GmbH from Masan High-Tech Materials, which is registed on Vietnam's unlisted public companies market UpCOM as MSR.

The parties will enter into a long-term, win-win APT and tungsten oxide offtake agreement.

Masan is expected to retain its ownership in Nyobolt, a fast-charging lithium-ion battery technology company based in the UK.

Masan is also expected to retain potential monetary upside from future commercialization of blackmass technology intellectual property developed by HCS.

In 2020, Masan High-Tech Materials acquired 100% of HCS with the goal of bringing tungsten recycling technology to Vietnam to transition itself to a more circular and sustainable business model.

In the same year, MHT entered into a partnership with MMC Group.

However, due to regulatory constraints limiting MHT’s ability to import tungsten scrap into Vietnam to implement its recycling strategy, MHT intends to sell 100% of HCS to MMC Group to focus on optimizing its domestic operations.

This framework agreement marks the next step in the parties’ business cooperation.

The use of proceeds from the envisaged transactions will be to reduce MHT’s outstanding debt balance. The offtake agreement with MMC Group anchors MHT’s tungsten products order book and enables it to maximize its overall order book.

The retention of Nyobolt is strategic and there is significant potential upside: in July 2023 the company successfully demonstrated an EV concept with six-minute charging.

Nyobolt has also signed Head of Terms with two major commercial customers and is in the final stage of finalizing contracts, demonstrating significant progress towards commercialization.

The combined transactions are expected to be accretive to Masan Group’s consolidated earnings and are consistent with the group’s deleveraging target of net debt to EBITDA of 3.5 times or less.

This also marks the first step in the group’s continuing journey to reduce interest in non-core businesses.

MMC Group’s potential acquisition of HCS plays to its strengths in the mid- and down-stream portions of the tungsten value chain.

The acquisition will provide MMC Group with access to HCS’s production hubs in Europe, North America and China as well as a comprehensive tungsten scrap recycling platform backed by proprietary intellectual property including 90 worldwide patents and another 53 in the application phase.

Binding agreements between the parties shall be subject to further discussions and customary corporate approvals.

Masan High-Tech Materials is a global leader in providing advanced tungsten materials used in key industries such as electronics, chemical, automotive, aviation and aerospace, energy, and pharmaceuticals with production facilities in Vietnam, Germany, Canada, and China.

As the largest manufacturer of mid-stream tungsten products outside of China, the company has a research and development centre each in Germany and Vietnam, and it is currently operating the Nui Phao polymetallic mine and a state-of-the-art tungsten processing plant in Thai Nguyen province, northern Vietnam.

It is also a globally significant producer of fluorite and bismuth.

HCS, a wholly owned subsidiary of Masan High Tech Materials, is the world’s leading manufacturer of high-quality tungsten powder tailored to individual customer needs.

MMC Group is an “integrated materials manufacturer”, providing such basic materials as copper and cement.

The group also manufactures and sells mechanical parts, electronic materials and components used in automobiles, home appliances and others, and the tools used to make them. It is also involved in recycling and the energy business.