Following months of negotiations over valuation and terms, a consortium led by Abu Dhabi National Oil Company (ADNOC) withdrew its AUD $18.7 billion takeover bid for Australian gas producer Santos on Wednesday.
This marks the third failed acquisition attempt for Santos in seven years, highlighting the significant obstacles facing major transactions in Australia - including valuation disagreements, shareholder approval thresholds, and regulatory risks that have repeatedly caused large deals to collapse.
Below are some major failed M&A cases involving Australian companies over the past three years.
**Abu Dhabi National Oil Company (ADNOC) Bid for Santos**
The consortium led by Abu Dhabi National Oil Company cancelled its AUD $18.7 billion takeover offer for Australia's Santos, citing failure to reach agreement on commercial terms.
ADNOC's overseas subsidiary XRG stated when withdrawing the offer that "after considering multiple factors comprehensively, these factors have affected the consortium's assessment of its indicative proposal."
Santos said the consortium refused to reach consensus on fair risk sharing, including unwillingness to take responsibility for obtaining regulatory approvals and refusing to commit to advancing domestic gas development and supply.
In June this year, the XRG-led consortium proposed acquiring Santos at USD $5.76 per share (equivalent to AUD $8.89 at the time). Santos' current share price stands at AUD $6.74 per share.
**BHP Billiton Bid for Anglo American**
In May 2024, the world's largest mining company, Australia's BHP Billiton, abandoned its USD $49 billion acquisition plan for competitor Anglo American after three takeover bids were rejected.
BHP Billiton's transaction structure was the main reason for the failed acquisition - the structure required Anglo American to spin off its South African platinum and iron ore operations.
BHP Billiton's valuation of Anglo American was £29.34 per share at the time. Anglo American's current share price stands at £25.18 per share.
**Woodside Energy Bid for Santos**
In early 2024, Australia's Woodside Energy and smaller competitor Santos terminated merger negotiations - the two companies had originally planned to merge and form a global oil and gas giant with a market value potentially reaching AUD $80 billion (approximately USD $53.15 billion).
According to sources, the negotiations broke down because the two companies failed to reach agreement on valuation levels.
**Brookfield Bid for Origin Energy**
At the end of 2023, Canadian investment company Brookfield's joint bid with MidOcean Energy to acquire Australian energy retailer Origin Energy for USD $10.6 billion failed - only 69% of Origin Energy shareholders voted in favor of the transaction, falling short of the required 75% statutory approval threshold.
Brookfield's offer price was AUD $9.53 per share at the time. Origin Energy's current share price stands at AUD $12.41 per share.
**Albemarle Bid for Liontown Resources**
In 2023, American mining company Albemarle abandoned its AUD $6.6 billion (approximately USD $4.39 billion) takeover bid for Australian lithium developer Liontown Resources, partly due to "increasing complexities" facing the transaction.
Albemarle's proposed acquisition price was AUD $3 per share at the time. Liontown Resources' current share price stands at AUD $0.91 per share.
**KKR & Co LP Bid for Ramsay Health Care**
In 2022, a consortium led by private equity firm KKR & Co LP withdrew its nearly USD $13 billion takeover offer for Australian hospital operator Ramsay Health Care after negotiations reached an impasse.
Ramsay Health Care stated that the KKR consortium decided not to increase the offer price, citing the company's weak performance.
Sources told Reuters that KKR & Co LP had been unable to access the accounts of Ramsay Health Care's European subsidiary Ramsay Sante, preventing due diligence.
KKR & Co LP's offer price was AUD $88 per share at the time. Ramsay Health Care's current share price stands at AUD $32.95 per share.