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Brockman Mining Limited — M&A Activity 2011
May 15, 2011
48994_rns_2011-05-15_0dfd47ef-ff3c-432a-ae46-b1235943b954.pdf
M&A Activity
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ASX Release: 16 MAY 2011
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WAH NAM OFFER EXTENDED UNTIL 15 JUNE
The Directors of Brockman Resources Limited (ASX Code: BRM – “Brockman” or “the Company”) note the advice by Wah Nam International Holdings ("Wah Nam") on Friday 13 May 2011, in two separate notifications, that it has extended the dead-line for its offer for Brockman shares until 4pm on Wednesday 15 June 2011 and that it has received acceptances for 51.99% of the total Brockman shares on issue.
The Directors of Brockman reiterate the guidance in the letter to Shareholders of 12 May 2011 setting out their concerns with the existing offer and outlining the options available to shareholders.
The Brockman Directors reiterate their recommendation that shareholders DO NOT ACCEPT the offer from Wah Nam as it currently stands as it does not represent appropriate value for their Brockman shares.
Brockman continues to have serious concerns about the pattern of acceptances into the Wah Nam offer and the links between off-shore investors in Brockman. Brockman remains concerned that such links may result in Wah Nam acquiring our company, without paying a fair or reasonable price.
The Company understands that the recent acceptances of Brockman shares into the offer between 11 to 13 May appear to be predominantly from off-shore shareholders, including some of the shareholders identified in Brockman’s application to the Takeovers Panel in January this year.
Brockman is continuing to investigate these matters and the potential for further regulatory action, including seeking an ASIC investigation.
Impact of Wah Nam interest over 50%
As a result of Wah Nam increasing its shareholding in Brockman to more than 50%, existing shareholders will remain minority shareholders in Brockman. Wah Nam is in a position to control the composition of the Brockman board and to thereby control the operations and strategies of Brockman, subject to the Corporations Act and the ASX Listing Rules.
The Directors are liaising with Wah Nam as a matter of priority to fully understand their intent with regard to the operation of the business, including how it will progress the Marillana Project from a technical and funding perspective, as well as the composition of the Board. The Board of Brockman considers that Wah Nam should support the Brockman Board’s position that a majority of the Board should remain independent going forward, consistent with the ASX Corporate Governance Principles.
Level 1, 117 Stirling Highway Nedlands WA 6009 PO Box 141 Nedlands WA 6909 Address +61 8 9389 3000 +61 8 9389 3033 Phone Fax [email protected] E-mail www.brockman.com.au Web 73 009 372 150 ABN
Marillana Project on Track
Importantly, Shareholders should be aware that Brockman’s Marillana project team remains 100% focussed on the rapid development of the Marillana project in order to fully realise shareholder value from the Project.
Significant steps have already been taken by progressing the Front End Engineering Design work, the correlation and assessment of mining, processing, logistics and financing details for the Bankable Feasibility Study, and receipt of the final State Approvals for Marillana’s environmental development plans.
Further Information
If you have any questions in relation to the Wah Nam offer, please call the Brockman shareholder information line on 1300 134 857 (for calls made from within Australia) or (03) 9415 4216 (for calls made from outside Australia).
Brockman Directors will continue to advise shareholders of any further changes that may result as a consequence of ensuing discussions with Wah Nam.
—ENDS—
Contact:
Company
Wayne Richards Managing Director Brockman Resources Phone: +61 8 9389 3000 www.brockman.com.au
Media
David Brook Professional Public Relations Phone: +61 8 9388 0944 / 0415 096 804 E-mail: [email protected]
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