West Australian gold explorer Focus Minerals Ltd (ASX: FML) is pleased to provide an update on its 1-for-1 non-renounceable entitlement offer to raise up to $45.7 million at 25¢ a share (Entitlement Offer) and this week’s announcement by Theta Gold Mines Limited (ASX: TGM) (TGM) of its intended off-market takeover offer (TGM Intended Offer).
Focus shareholders should be aware that the TMG Intended Offer is subject to a number of conditions, including that Focus announces that the Entitlement Offer will not proceed, and the Entitlement Offer does not proceed, and that Focus does not issue or agree to issue any new shares.
Focus today confirms that, despite the TGM Intended Offer and the relevant TGM conditions, the Entitlement Offer is proceeding.
The Focus Board remains committed to pursuing its plans to resume mining operations at Coolgardie.
The Focus Board reaffirms its view that its plan to resume mining at Coolgardie, as supported by the Entitlement Offer, is in the best interests of all Focus shareholders.
The funds raised under the Entitlement Offer will be principally applied for that purpose as further described in the offer booklet dated 3 December 2021.
The offer period for the Entitlement Offer opens today and is scheduled to remain open until 5pm (Perth time) on 23 December 2021.
Although the Focus Board’s assessment of the TGM Intended Offer is continuing, the Board’s current view is that:
- the TGM Intended Offer is opportunistically timed, having been announced approximately one week after Focus’ announcement of its Entitlement Offer; and
- the TGM Intended Offer is opportunistically structured to include a condition that requires the Entitlement Offer not to proceed. That condition is an entirely discretionary one that TGM has elected to include as part of its offer.
The Focus Board continues to advise Focus shareholders to TAKE NO ACTION in relation to the TGM Intended Offer or any documents shareholders may receive from TGM until Focus’ directors have completed their assessment of the TGM Intended Offer.
The Company will provide a further announcement in due course once it has completed its assessment of the TGM Intended Offer.
Having regard to the all scrip nature of the consideration under TGM Intended Offer and the absence of any minimum acceptance condition, the Board’s assessment of the TGM Intended Offer will be materially informed by the information in TGM’s Bidder’s Statement, which has yet to be received by Focus.
