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FOCUS MINERALS LTD — M&A Activity 2013
Mar 19, 2013
64932_rns_2013-03-19_9ddfd6d3-f57a-4ddb-b8a4-ee6f19aa7511.pdf
M&A Activity
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ASX ANNOUNCEMENT
20 March 2013
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MAJOR FOCUS LAVERTON SHAREHOLDER INTENDS TO ACCEPT FOCUS OFFER
• Stone Group has advised Focus that it intends to accept the Offer in respect of its 14.4% holding in Focus Laverton, in the absence of a superior proposal
Focus Minerals Ltd (“Focus”) [ASX: FML] and Focus Minerals (Laverton) Limited (“Focus Laverton”) on 15 March 2013 announced an unconditional recommended off-market takeover offer by Focus for all of the remaining Focus Laverton shares it does not currently own (“Offer”).
On 20 March 2013, Stone Mining Limited (“Stone”) confirmed to Focus that it is Stone’s intention to accept the Offer for all of its shareholding in Focus Laverton, in the absence of a superior proposal. Stone holds 178,384,718 Focus Laverton shares representing a 14.4% shareholding in Focus Laverton.
As foreshadowed in Focus’ Bidder’s Statement, Focus intends to enact its rights to proceed to compulsory acquisition once Stone accepts the Offer and the necessary conditions to proceed to compulsory acquisition are satisfied.
The consideration being offered to Focus Laverton shareholders is 1 Focus share for every 0.725 Focus Laverton shares. At the closing price of Focus shares on 14 March 2013 of 2.0 cents per share, the Offer represents an implied offer price of 2.8 cents per Focus Laverton share.[1]
The independent expert appointed by Focus Laverton, BDO Corporate Finance, has opined that the transaction is fair and reasonable to Focus Laverton shareholders.
The Independent Director of Focus Laverton, Mr Geoff Stanley, recommends that all Focus Laverton shareholders accept the Offer , in the absence of a superior proposal.
The transaction will consolidate the Laverton assets into Focus, creating an Australian gold producer with targeted annual gold production of 200,000oz per annum from 2014, a combined Mineral Resource base of 4.3Moz of gold, and outstanding growth potential across two major Western Australian mining regions.
For further information please contact:
Don Taig Acting Chief Executive Officer Focus Minerals Ltd Phone: +61 (0)8 9215 7888
Hartleys Limited Grey Egerton-Warburton Head of Corporate Finance Phone: +61 (0)8 9268 2888
Michael Mullane Media Relations Cannings Communications Phone: +61 (0)2 8284 9990
Neil Le Febvre Investor Relations Manager Focus Minerals Ltd Phone: +61 (0)8 9215 7888
1 The value of the Offer may change as a consequence of changes in the market price of Focus shares.
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Background of Focus Laverton
Focus Minerals (Laverton) Limited is an Australian gold producer and explorer based in Perth, Western Australia. With a primary focus on gold mining and exploration, the Company is actively advancing its flagship asset, the Laverton Gold Project, located 250km northeast of Kalgoorlie in Western Australia. Focus Laverton maintains a dominant land position of more than 1,200km[2] of highly prospective tenements in a world recognised and well-endowed mineralised geological domain.
Background of Focus
Focus Minerals Ltd (ASX: FML) is a top Australian gold producer operating in West Australia’s Eastern Goldfields. Focus now operates three mines within close proximity to the 1.2Mtpa Three Mile Hill processing plant in Coolgardie, 35km to the west of Kalgoorlie. The three Coolgardie mines (one underground and two open pit) are all in close proximity to Focus’ Three Mile Hill processing plant. Through its 81.57% shareholding in Focus Laverton, Focus also operates a fourth mine in Laverton, in Western Australia. In addition, Focus has three significant gold exploration projects. These are 223km2 in Coolgardie, a further 226km[2] at the world-class Treasure Island Gold Exploration Project at Lake Cowan on the BoulderLefroy fault system, and approximately 1,200 km[2] in Laverton (held through its 81.57% interest in Focus Laverton). Focus has a combined attributable Mineral Resource base of 3.9Moz and Ore Reserves of 453,000oz.
ANNEXURE A – MINERAL RESOURCE/RESERVE TABLES
| Measured Resources | Measured Resources | Measured Resources | Indicated Resources | Indicated Resources | Indicated Resources | Inferred Resources | Inferred Resources | Inferred Resources | Total Resources | Total Resources | Total Resources | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Tonnes ‘000t |
Grade Au g/t |
Tonnes ‘000 |
Grade Au g/t |
Tonnes ‘000t |
Grade Au g/t |
Tonnes ‘000t |
Grade Au g/t |
|||||
| Ounces | Ounces | Ounces | Ounces | |||||||||
| Coolgardie Operations (100%) | ||||||||||||
| Tindals Project Total |
416 | 4.6 | 62,000 | 10,777 | 2.4 | 837,000 | 3,409 | 2.3 | 251,000 | 14,602 | 2.4 | 1,150,000 |
| Mount Project |
131 | 7.8 | 33,000 | 588 | 5.2 | 98,000 | 576 | 5.5 | 97,000 | 1,295 | 5.5 | 228,000 |
| Lindsays Project |
4,350 | 1.7 | 238,000 | 3,562 | 2.0 | 233,000 | 7,912 | 1.8 | 471,000 | |||
| Three Mile Hill Project |
2,446 | 1.6 | 123,000 | 1,174 | 1.5 | 57,000 | 3,620 | 1.5 | 180,000 | |||
| Norris Project |
2,440 | 2.2 | 169,000 | 2,440 | 2.2 | 169,000 | ||||||
| Total Coolgardie |
547 | 5.4 | 95,000 | 18,161 | 2.2 | 1,296,000 | 11,161 | 2.2 | 807,000 | 29,869 | 2.3 | 2,198,000 |
| Laverton Operations* (100%) | ||||||||||||
| Barnicoat Project |
390 | 1.7 | 21,000 | 2,486 | 1.7 | 135,000 | 3,378 | 1.3 | 137,000 | 6,254 | 1.5 | 293,000 |
| Burtville Project |
1,573 | 1.3 | 65,000 | 4,146 | 1.3 | 170,000 | 5,719 | 1.3 | 235,000 | |||
| Central Laverton Project |
41 | 1.5 | 2,000 | 2,768 | 1.8 | 164,000 | 825 | 1.8 | 48,000 | 3,634 | 1.8 | 214,000 |
| Chatterbox Project |
948 | 2.4 | 72,000 | 3,967 | 2.1 | 273,000 | 3,186 | 2.2 | 227,000 | 8,101 | 2.2 | 572,000 |
| Jasper Hills Project |
370 | 1.8 | 22,000 | 1,455 | 1.8 | 82,000 | 843 | 2.1 | 58,000 | 2,668 | 1.9 | 162,000 |
| Lancefield Project |
2,109 | 6.4 | 436,000 | 713 | 7.0 | 160,000 | 2,822 | 6.6 | 596,000 | |||
| Total Laverton |
1,749 | 2.1 | 117,000 | 14,358 | 2.5 | 1,155,000 | 13,091 | 1.9 | 800,000 | 29,198 | 2.2 | 2,072,000 |
| 81.57% share of Laverton |
1,427 | 2.1 | 95,000 | 11,712 | 2.5 | 942,000 | 10,678 | 1.9 | 653,000 | 23,817 | 2.2 | 1,690,000 |
| Total Attributable Mineral Resource (based on | 100% of Coolgardie and 81.57% of Laverton) | |||||||||||
| Total Combined Resources |
1,974 | 2.9 | 190,000 | 29,873 | 2.3 | 2,238,000 | 21,839 | 2.1 | 1,460,000 | 53,686 | 2.2 | 3,888,000 |
| Total Combined Mineral | Resource (based on | 100% of both operations) | ||||||||||
| Total Combined Resources |
2,296 | 2.9 | 212,000 | 32,519 | 2.3 | 2,451,000 | 24,252 | 2.1 | 1,607,000 | 59,067 | 2.2 | 4,270,000 |
Some differences may result due to rounding. * Mineral Resources for the Laverton Gold Project are owned by Focus Laverton. Focus owns 81.57% of this subsidiary company.
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| Ore Reserves | Proved Reserves: | Proved Reserves: | Proved Reserves: | Probable Reserves: | Probable Reserves: | Probable Reserves: | Total Reserves | Total Reserves | |
|---|---|---|---|---|---|---|---|---|---|
| Tonnes ‘000t: |
Grade (g/t): |
||||||||
| Ounces: | Tonnes: | Grade (g/t): | Ounces: | Tonnes: | Grade (g/t): | Ounces: | |||
| Coolgardie Operations (100%) | |||||||||
| Tindals Project | 43 | 4.9 | 7,000 | 1,111 | 2.4 | 86,000 | 1,154 | 2.5 | 93,000 |
| Three Mile Hill Project (O/P): |
999 | 1.9 | 60,000 | 999 | 1.9 | 60,000 | |||
| The Mount Project (U/G): |
126 | 4.2 | 17,000 | 126 | 4.2 | 17,000 | |||
| Stocks | 551 | 0.7 | 13,000 | ||||||
| Total Coolgardie |
43 | 4.9 | 7,000 | 2,236 | 2.3 | 163,000 | 2,830 | 2.0 | 183,000 |
| Laverton operations* (100%) | |||||||||
| Barnicoat Project |
589 | 2.2 | 41,000 | 589 | 2.2 | 41,000 | |||
| Burtville Project | 1,044 | 1.4 | 46,000 | 1,044 | 1.4 | 46,000 | |||
| Central Laverton Project |
825 | 1.3 | 34,000 | 825 | 1.3 | 34,000 | |||
| Chatterbox Project |
547 | 2.1 | 37,000 | 167 | 2.6 | 14,000 | 714 | 2.2 | 51,000 |
| Jasper Hills Project |
331 | 2.4 | 26,000 | 331 | 2.4 | 26,000 | |||
| Lancefield | 680 | 4.9 | 108,000 | 680 | 4.9 | 108,000 | |||
| Stocks | 628 | 1.3 | 25,000 | ||||||
| Total Laverton | 547 | 2.1 | 37,000 | 3,636 | 2.3 | 269,000 | 4,811 | 2.1 | 331,000 |
| 81.57% share of Laverton |
446 | 2.1 | 30,000 | 2,966 | 2.3 | 219,000 | 3,924 | 2.1 | 270,000 |
| Total Attributable Reserves & Stocks (based on 100% of Coolgardie and 81.57% of Laverton) | |||||||||
| Reserve & Stock Totals: |
489 | 2.4 | 37,000 | 5,202 | 2.3 | 382,000 | 6,754 | 2.1 | 453,000 |
| Total Combined Ore Reserves (based on 100% of both operations) | |||||||||
| Reserve & Stock Totals: |
590 | 4.9 | 44,000 | 5,872 | 2.3 | 432,000 | 7,641 | 2.1 | 514,000 |
Some differences may result due to rounding. * Ore Reserves for the Laverton Gold Project are owned by Focus Laverton. Focus owns 81.57% of this subsidiary company.
Competent Person’s Statement
The information in this report that relates to exploration results and Mineral Resources is based on information compiled by Dr Garry Adams who is a member of the Australian Institute of Geoscientists. Dr Adams is a full time employee of Focus and has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Dr Adams consents to the inclusion in the report of the matters based on the information in the form and content in which it appears.
The information in this report that relates to Ore Reserves is based on information compiled by Mr Peter Ganza who is a Member of the Australian Institute of Mining and Metallurgy. Mr Ganza is a full time employee of Focus and has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Mr Ganza consents to the inclusion in the report of the matters based on the information in the form and context in which it appears.