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RAMELIUS RESOURCES LIMITED M&A Activity 2019

Feb 5, 2019

65718_rns_2019-02-05_6a2a7f6a-cf0e-4c10-b90c-2a09959ad4b7.pdf

M&A Activity

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6 February 2019
ISSUED CAPITAL
Ordinary Shares: 628M
DIRECTORS
NON-EXECUTIVE CHAIRMAN:
Kevin Lines
MANAGING DIRECTOR:
Mark Zeptner
NON-EXECUTIVE DIRECTORS:
Michael Bohm
David Southam
COMPANY SECRETARY:
Richard Jones
www.rameliusresources.com.au
RAMELIUS RESOURCES LIMITED
Registered Office
Level 1, 130 Royal Street
East Perth, WA 6004
Tel +61 8 9202 1127
PO Box 6070
East Perth, WA 6892
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6 February 2019

RAMELIUS REACHES 90% IN EXPLAURUM

HIGHLIGHTS

  • Ramelius holds a relevant interest in 90.31% of Explaurum’s shares

  • Offer closes 5pm (WST) 22 February 2019

  • Ramelius to seek to proceed with compulsory acquisition

  • Ramelius urges all remaining Explaurum shareholders to accept the Offer without delay

OVERVIEW

Ramelius Resources Limited ( ASX: RMS ) (“ Ramelius ”, “ the Company ”) refers to its off-market takeover offer (“ the Offer ”) to acquire all of the ordinary shares of Explaurum Limited ( ASX: EXU ) (“ Explaurum ”) of 1 Ramelius share for every 4 Explaurum shares plus $0.02 per share cash.

Ramelius holds a relevant interest in 90.31% of the ordinary shares in Explaurum.

CLOSING DATE OF OFFER AND COMPULSORY ACQUISITION

Currently the Offer closes at 5pm (WST) on 22 February 2019.

As outlined in the Bidder’s Statement dated 10 September 2018, Ramelius intends to rely on the compulsory acquisition powers under the Corporations Act to seek to acquire the remaining EXU shares.

Explaurum shareholders who have not accepted the Offer before the closing date will not receive the Offer consideration until after the compulsory acquisition process, which is likely to be longer than one month after the close of the Offer.

Given Ramelius is now entitled to move to compulsory acquisition, if you have not accepted the Offer you are encouraged to do so immediately and before 5pm (WST) on 22 February 2019 to ensure that the Offer consideration is paid to you as quickly as possible.

ACCEPTANCE FORM

Should you require an acceptance form for the Offer please contact the Offer Information Line on 1800 237 687 (within Australia) or +61 1800 237 687 (from outside of Australia), Monday to Friday between 8:30am to 5:30pm (WST).

MORE INFORMATION ON THE OFFER

Explaurum shareholders can receive further information on the Offer by calling the Offer Information Line on 1800 237 687 (within Australia) or +61 1800 237 687 (from outside of Australia), Monday to Friday between 8:30am to 5:30pm (WST).

For further information contact:

Investor enquiries:

Mark Zeptner

Tim Manners

Duncan Gordon

Media enquiries:

Luke Forrestal

Managing Director Chief Financial Officer Executive Director Senior Account Director Ramelius Resources Ltd Ramelius Resources Ltd Adelaide Equity Partners Media & Capital Partners Ph: +61 8 9202 1127 Ph: + 61 8 9202 1127 Ph: +61 404 006 444 Ph: +61 411 479 144

ABOUT RAMELIUS

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Figure 1: Ramelius’ Operations & Development Project Locations

Ramelius owns and operates the Mt Magnet, Edna May and Vivien gold mines, all of which are located in Western Australia (refer Figure 1).

Ore from the high-grade Vivien underground mine, located near Leinster, is hauled to the Mt Magnet processing plant where it is blended with ore from both underground and open pit sources at Mt Magnet.

The Edna May operation is currently feeding the adjacent processing plant with ore from surface stockpiles whilst both an underground (Edna May) and open pit (Greenfinch) operation are being developed. The Marda Gold Project, transacted via a Deed of Company Arrangement for Black Oak Minerals (Administrators Appointed), is expected to complete by 7 February 2019. Marda is planned to be mined and the ore hauled to the Edna May processing plant.

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