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GEOPACIFIC RESOURCES LTD — M&A Activity 2017
Aug 21, 2017
65008_rns_2017-08-21_409e0edc-fbf4-4597-9c27-4739bb010181.pdf
M&A Activity
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22 August 2017
GEOPACIFIC RESOURCES LIMITED ACN 003 208 393
ASX Code: GPR
[email protected] www.geopacific.com.au
AUSTRALIAN OFFICE
Level 1, 278 Stirling Highway Claremont, WA 6010. PO Box 439, Claremont, WA 6910. T +61 8 6143 1823
FIJI OFFICE
PO Box 9975 Nadi Airport Nadi T +679 6 72 7150 F +679 6 72 7152
Offer to be extended and director appointed to Kula
The board of Geopacific Resources Limited (Geopacific) is pleased to provide this update on the off-market takeover bid for Kula Gold Limited (Kula) (ASX:KGD). Geopacific’s voting power in Kula is currently at 74.75%. The Offer remains open and Geopacific seeks to reach 90%.
Kula Shareholders are encouraged to ACCEPT the Offer.
Geopacific Director appointed to Kula Board
Representative of the fact that Kula is now a subsidiary of Geopacific, Non-Executive Director, Mark Bojanjac, has been appointed to the Kula board. Geopacific intends to commence a strategic and financial review of Kula’s operations.
Offer to be extended and Supplementary Bidder’s Statement to be released
Geopacific intends to extend the Offer to 29 September 2017 and will release a third Supplementary Bidder’s Statement on 23 August 2017 to provide details on these changes and its intentions in relation to Kula.
Clarification on the Offer
DIRECTORS
Chairman: Milan Jerkovic Managing Director: Ron Heeks Executive Director: Philippa Leggat Non-Exec Director: Mark Bojanjac Non-Exec Director: Ian Clyne
It has come to Geopacific’s attention that certain Kula Shareholders believe that a higher offer may arise if they do not accept the current offer.
Geopacific will NOT increase the Offer.
COMPANY SECRETARY
Matthew Smith
PROJECTS
CAMBODIA: Kou Sa Copper
FIJI: Nabila Gold Rakiraki Gold Sabeto Gold-Copper Vuda Gold-Copper Cakaudrove Gold-Silver
PAPUA NEW GUINEA: Woodlark Island Gold
Geopacific declared the Increased Offer to be LAST and FINAL and it is now NOT PERMITTED to increase the Offer Consideration further. Any increase would be in contravention of ASIC’s “Truth in Takeovers” policy, as set out in ASIC Regulatory Guide 25.
Geopacific is entitled to keep the Offer open for up to 12 months and retains the right to do so, if necessary, to reach 90% acceptance.
Ron Heeks, Managing Director of Geopacific said
“Our technical team to continues to advance the Woodlark Gold Project effectively. Progress on the takeover is pleasing and remaining matters rest with our corporate team.
“We encourage Kula Shareholders to ACCEPT and join our story moving forward to benefit from opportunities offered by holding Geopacific’s stock.”
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The Offer
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Kula shareholders will receive 1 Geopacific Share for every 1.1 Kula shares ;
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the Offer is free from all Conditions ; and
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the Offer is BEST and FINAL and will not be increased further.
The Second Supplementary Bidder’s Statement outlining the terms of the Increased Offer was released on 27 July 2017.
How to accept the Increased Offer
You can accept the Increased Offer by completing the acceptance form that you have already received in the mail. All Kula shareholders will receive the new Increased Offer consideration, whether you have already accepted, accept using the old offer acceptance form or wait for the new offer acceptance form.
Would you like a copy of your ACCEPTANCE form? Please contact Matthew Smith, Geopacific’s Company Secretary, to receive a copy be mail or email: phone: (08) 6143 1823
email: [email protected]
If you have already accepted
You do not need to do anything if you have already accepted, you will automatically receive the Increased Offer.
Background
On 1 May 2017, Geopacific Resources Limited ACN 003 208 393 (Geopacific) made an off-market takeover bid to acquire all of the ordinary shares of Kula Gold Limited ACN 126 741 259 (Kula) and released the Replacement Bidder’s Statement detailing the Offer on 19 May 2017 (Bidder’s Statement) (Offer). The Second Supplementary Bidder’s Statement detailing the Offer was released on 27 July 2017.
Contact
For further information on this update or the Company generally, please visit our website at www.geopacific.com.au or contact:
Mr. Ron Heeks Ms. Philippa Leggat Managing Director Executive Director Corporate phone: (08) 6143 1823 email: [email protected]
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