3rd UPDATE: Macarthur Coal Receives $5.01 Billion Takeover Bid From Peabody, ArcelorMittal

Australian coal miner Macarthur Coal Ltd. (MCC.AU) said Monday it received a takeover offer from Peabody Energy Corp. (BTU) and ArcelorMittal (MT) that values the target at 4.68 billion Australian dollars (US$5.01 billion).

Macarthur, the world's largest producer of the pulverised coal used in some blast furnaces, said the companies offered A$15.50 a share through a jointly owned bid company, representing a premium of 40% to Macarthur's Monday closing price of A$11.08 a share. Still, the per share amount is less than the company's final dividend this year.

"The board makes no recommendation in relation to the indicative proposal but will seek to engage with Peabody and ArcelorMittal in relation to the price and terms," Macarthur said in a statement. It advised shareholders to take no action.

The two companies lodged the bid after Macarthur shares closed 2.8% lower at A$11.08. Australia introduced plans to price carbon emissions Sunday in a move that some local media reports predicted would diminish investment in the local resources sector.

This is the first joint bid for Macarthur by Peabody and ArcelorMittal. Peabody made four separate offers for Macarthur in the early months of last year, initially offering A$13 a share on March 30 before raising the offer to A$14 a share a week later and A$16 a share on April 15. On May 10, the company reduced its offer to A$15 a share, which was knocked back by Macarthur. "Based on the price and conditions of the proposal...it cannot reasonably be recommended to shareholders," the company said at the time.

Although Australia is the world's largest coal exporter, Macarthur, which mines around 5.3 million tons of coal a year from two mines in Queensland's Bowen Basin coal-producing region, is one of the last few independent coal miners left on the local market.

The bulk of the local industry comprises divisions of major global groups such as BHP Billiton Ltd. (BHP), Rio Tinto PLC (RIO), Xstrata PLC (XTA.LN), Anglo American PLC (AAL.LN), and Peabody.

Macarthur's only locally listed peers that are actually producing coal are now New Hope Corp. (NHC.AU), Aquila Resources Ltd. (AQA.AU), Whitehaven Coal Ltd. (WHC.AU), Gloucester Coal Ltd. (GCL.AU) and Gujarat NRE Coking Coal Ltd. (GNM.AU)--all of which are regarded as being close to immune from non-negotiated takeovers due to the presence of controlling shareholders or groups of shareholders. Caledon Resources Ltd. is currently in the process of an agreed takeover by Guangdong Rising Asset Management, a Chinese investment group.

ArcelorMittal owns 16.07% of Macarthur. In response to Peabody's previous offers, another major shareholder, POSCO (PKX), offered in-principle support, while Citic Resources Australia Pty Ltd., a division of state-owned Citic group, said it wasn't in a position to make a decision on how to vote its share.

Citic Resources Australia now has 15.76% of the company, while Posco holds 7.02% of voting shares, according to ThomsonONE.

Calvin Lam, a spokesman for Citic Resources Holdings Ltd. (1205.HK), the parent of Citic Resources Australia, said Monday its unit is studying the offer, but made no further comments. Posco spokesman Chung Jae-woong declined to comment.

Officials at Peabody and ArcelorMittal weren't immediately available for comment.

Andrew Pedler, an analyst at Wilson HTM Securities in Brisbane, said there was little to recommend the proposal to long-term shareholders given that previous, higher offers had been made for the company.

"It depends on the reason you've invested. Macarthur's been through tough times and they're now climbing out of it. A$11.00 to A$15.50 looks pretty good but if you're wanting to get long-term value out of the dividend stream I wouldn't be so interested," he said.

-By David Fickling, Dow Jones Newswires; [phone]; [e-mail]

--Joanne Chiu in Hong Kong and Kyong-ae Choi in Seoul contributed to this article.