The proposed merger between mining company CopperCo Ltd and investment house Mineral Securities Ltd (MinSec) has moved closer with the release of an independent experts report and a shareholders general meeting scheduled for May.
The proposed merger between mining company CopperCo Ltd and investment house Mineral Securities Ltd (MinSec) has moved closer with the release of an independent experts report and a shareholders general meeting scheduled for May.
CopperCo announced an agreed merger with MinSec, on 29th January 2008, to create a diversified global resource company with interests in base and precious metals including copper, zinc, lead, platinum and gold.
Various aspects of the merger, which will take place by way of a recommended take over offer by CopperCo for all of the shares in MinSec, requires CopperCo shareholder approval under ASX Listing rules.
Under the script take over offer, MinSec shareholders will receive 2.2 CopperCo shares for each ordinary MinSec share.
The release of an independent expert's report has valued MinSec at between $2.05 and $3.01 per share with a preferred value of $2.57.
CopperCo managing director Brian Rear said the terms of the deal was set in January when the value per Minsec share was agreed at $1.43.
"What is relevant now is the 2.2 exchange ratio," said Mr Rear.
The announcement from Mineral Securities is pasted below:
Keith Liddell, chief executive officer and managing director of Minerals Securities Ltd (MinSec) has today welcomed the release of an independent expert's report which assigned a 'preferred value' of A$496.4 million (approximately £234 million) to the Company.
The report by KPMG was commissioned by CopperCo Ltd following the agreement between CopperCo and MinSec to merge the two companies through a proposed recommended takeover offer to MinSec shareholders, and published today as part of the information contained in the notice of a CopperCo shareholders' meeting on 16 May 2008 at which CopperCo shareholders will vote on resolutions pertaining to the offer.
Should CopperCo shareholders pass the required resolutions, Minsec shareholders will receive the offer documentation thereafter.
The proposed merger will create a diversified global resources company with interests in base and precious metals, including copper, zinc, lead, platinum and gold.
The independent expert's report issued by CopperCo valued MinSec at between A$386.4 million and A$592.8 million, with a 'preferred value' of A$496.4 million (approximately £182 million, £280 million and £234 million).
KPMG said its valuation equated to an assessed value per fully diluted MinSec share of between A$2.05 and A$3.01 per share, with a preferred value of A$2.57 per share (approximately £0.95, £1.42 and £1.21).
Mr Liddell said "This report highlights the value inherent in MinSec's diversified portfolio of investment holdings and resource project interests, including 25% of the Lady Loretta zinc project in north-west Queensland and 100% of the Sappes gold project in Greece".
"We also note that the valuation does not include any strategic or operational benefits from the proposed CopperCo merger."
CopperCo also announced that it has received a notification from the Australian Foreign Investment Review Board that there are no objections to the proposed merger in terms of the Australian Government's foreign investment policy.
This notification satisfies one of the conditions to the offer.
