Mineral Resources Limited (ASX: MIN) refers to its off-market takeover bid (Offer) to acquire all the issued fully paid ordinary shares in Norwest Energy NL (ASX: NWE) that it does not already own.
The Offer is unconditional and the closing date for acceptance of the Offer by Norwest shareholders has been extended to March 16.
As at March 3, MinRes had voting power in Norwest of approximately 72%. Accepting Norwest shareholders may be eligible for rollover tax relief if MinRes acquires 80% of the Norwest shares under the Offer.
Accepting Norwest shareholders will receive one fully paid ordinary MinRes share for every 1,300 Norwest shares held.
MinRes declares its Offer is its best and final as to consideration. This means that the number of MinRes shares offered for each Norwest share under the Offer will not be increased.
Norwest shareholders who do not accept the Offer prior to the close will not receive the scrip consideration under the Offer, unless MinRes is entitled to proceed to compulsory acquisition (in which case they will receive the consideration, but at a later date than if they accepted the Offer).
Norwest shareholders should be aware that if MinRes is not entitled to proceed to compulsory acquisition, and Norwest continues to be listed on the ASX following the Offer, then the decrease in the number of Norwest shares available for trading may have a material impact on their liquidity and valuation. Furthermore, depending on the level of acceptances received and other considerations, MinRes may apply to de-list Norwest from the ASX, in which case it may become more difficult for Norwest shareholders to sell their Norwest shares.
“I’m encouraged that so many Norwest shareholders have accepted our offer and now have exposure to MinRes’ world-class portfolio of diversified assets,” MinRes managing director Chris Ellison said.
“Norwest shareholders will receive extraordinary value by accepting our offer and joining us in one of Australia’s fastest-growing companies.”
