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STRIKE RESOURCES LIMITED — Capital/Financing Update 2012
May 17, 2012
65855_rns_2012-05-17_022c84af-89df-4c2d-bbec-324f73ed3d4f.pdf
Capital/Financing Update
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Market Announcement
Strike Exercises Apurimac Ferrum Shoot-out
Highlights
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Strike issues “Shoot-out” notice to Peruvian partner
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Allows Strike to either increase its interest in AF to 100% or have its interest in AF acquired at a higher price and Strike’s loans to AF refunded in full
The shoot-out process to conclude by early October 2012
Strike Resources Limited (“ Strike ” or the “ Company ”) is pleased to announce that it has triggered the “shoot-out” process under the Settlement Agreement (“ SA ”) negotiated in July 2009 with its Peruvian partner, the D&C Group.
The “shoot-out” process now requires Strike to make an offer to D&C to acquire 100% of its shares in Apurimac Ferrum S.A. (“ AF ”) in addition to repaying D&C’s loans to AF, in the amount of approximately US$600,000[1] . Following the offer, which is required to be made by 3 August 2012, D&C has until 2 October, at the latest to either accept Strike’s offer or make a superior counter-offer for 100% of Strike’s AF shares and offer to pay out Strike’s loans to AF in full.
Accordingly, the shoot-out process provides the Company with a unique opportunity to optimise its asset portfolio in Peru, resulting in a binary outcome of Strike either:
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owning 100% of AF; or
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divesting its shares in AF for cash consideration and being refunded its current and any future loans to AF, which currently represent approximately US$33 million[2] .
Both of these options are considered by the Strike Board to be superior to the current position under the SA where Strike’s loans to AF are to be recapitalised in September 2012 and converted into an equity interest in AF of between 12% and 19%, depending on whether D&C completes its ‘top-up” right under the IAC transaction[2] . Under this scenario, the Company would increase its equity interest in AF to between 68% and 75% and most likely need to continue funding AF on a sole basis going forward.
Rothschild has been working with Strike’s Board and management since April to review the strategic options in relation to the Company’s investment in AF, including the shoot-out option. During the shoot-out process the Company will work with its advisors to consider all
1 In July 2011, Strike purchased 12% of AF and US$5.2 million in loans to AF from its previous joint venture partner IAC (“ IAC Transaction ”). This increased Strike’s equity interest in AF to 56% and its loans to AF to approximately US$33m. As part of the IAC Transaction, D&C has exercised an option to acquire its proportionate share of the former IAC equity interest and AF loans for US$1.9 million. Once D&C completes the option transaction, anticipated for June 2012, both Strike and D&C will hold 50% of the current shares in AF and will have loans to AF of approximately US$30 million and US$3.2 million respectively.
2 See footnote 1.
Strike Resources Limited (ABN 94 088 488 724) Level 2, 160 St Georges Terrace Perth Western Australia 6000 Tel: +61 8 9324 7100 Fax: +61 8 9324 7199
Web: www.strikeresources.com.au Email: [email protected]
options through a comprehensive review process to maximise value for all Strike Shareholders.
Separately, the D&C Group has informed Strike that it has put up its interest in AF for sale.
The Company will keep Shareholders updated on material developments in the shoot-out process and AF’s work programs.
Friday, 18 May 2012
For further information:
Malcolm Richmond Ken Hellsten Chairman Managing Director T | +61 8 9324 7100 T | +61 8 9324 7100