Genesis Minerals has announced that its proposed takeover of Dacian Gold is now unconditional.
This is following the company receiving acceptance receipts from Western Australian mining company Kin Mining and Germany-based investment company Deutsche Balaton for 10.56 per cent – which was the only condition to Genesis’ offer.
As a result, Genesis now holds 90 per cent of Dacian shares and it will be entitled to compulsorily acquire the remaining Dacian shares for a cash sum to be determined at a later date.
Earlier this week, Genesis launched a bid to acquire the remaining 20 per cent of Dacian Gold shares it doesn’t already own.
The agreement is a bid implementation deed that’s expected to be carried out by way of a recommended conditional off-market takeover offer.
Dacian shareholders who accept the offer will receive 0.1685 new Genesis shares for every one Dacian share they hold.
The offer consideration implies a value of $0.235 per Dacian share and a total equity valuation for Dacian of $286 million.
Dacian shareholders who have already accepted Genesis’ offer will be issued the offer consideration within seven business days from October 19.
If, during or at the end of the offer period, Genesis acquires at least 95.1 per cent of Dacian shares, the offer consideration will be increased to 0.1935 Genesis shares for every one Dacian share held.
Dacian shareholders who have already accepted Genesis’ offer will be issued the offer consideration within seven business days from October 19. Dacian shareholders who accept the offer from October 19 will be issued the offer consideration within seven business days from the date of acceptance.
Dacian independent non-executive chairman Craig McGown has urged shareholders to accept the offer for all company shares they control.
“The independent board committee of Dacian has carefully considered the offer and encourages all Dacian shareholders to accept the offer in the absence of a superior proposal and subject to an independent expert concluding and continuing to conclude that the offer is fair and reasonable,” he said.
The offer is expected to close on November 17 at 4pm WA time, unless the offer is extended.
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