Recommended Takeover Offer of Azimuth Resources by Troy Resources
Highlights:
- Transaction will create a leading ASX/TSX listed South American focused gold company
- Offer values Azimuth at A$0.437 per share(1):
-- a 78% premium to the closing price of Azimuth shares on ASX on 27 March 2013
-- a 62% premium to the 3 month VWAP(2) of Azimuth shares
- Azimuth board and CEO unanimously recommend shareholders accept the offer in the absence of a superior proposal
- Transaction creates a South American focused gold producer with:
-- combined measured and indicated gold equivalent resources of 0.76 Moz, gold equivalent inferred resources of 1.92Moz and gold equivalent reserves of 0.64Moz;
-- production and development assets providing growth;
-- significant exploration potential;
-- a board and management team with a track record in developing cost effective and profitable projects in South America and Australia;
-- balance sheet and operational cashflow to assist in funding the development of Azimuth's West Omai project; and
-- increased scale, market relevance and trading liquidity
- Azimuth shareholders will hold around 45% of the combined group thereby:
-- retaining material exposure to future upside of Azimuth's Guyana portfolio;
-- mitigating and diversifying current development risks, gaining exposure to Troy assets, balance sheet and development expertise
- Troy shareholders secure the benefit of:
-- substantial increase in resource base;
-- near term development of high grade open pit resource;
-- significant boost in exploration upside potential given major land position in Guyana; and
-- significant in country experience and expertise in Guyana
- Troy has agreed to provide Azimuth with bridge funding of up to A$10 million through a convertible note facility:
-- proceeds will be used by Azimuth to advance infill drilling and provide working capital to progress engineering and other studies
A copy of the full announcement can be viewed at:
http://clients2.weblink.com.au/clients/troy3/article.asp?view=6630025
A copy of the Takeover Bid Implementation Deed in relation to the Takeover Offer can be viewed at:
http://clients2.weblink.com.au/clients/troy3/article.asp?view=6630030
A copy of the Investor Presentation in relation to the Takeover Offer can be viewed at:
http://clients2.weblink.com.au/clients/troy3/article.asp?view=6630040
(1) Based on Troy's closing price on ASX on 27 March 2013 of A$2.49
(2) Volume Weighted Average price of Azimuth shares in the period up to the close of trading on the ASX on 27 March 2013.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
ABN: 33 006 243 750
Contact
Troy Resources Limited
Paul Benson, Chief Executive Officer
+61 8 9481 1277
+61 8 9321 8237 (FAX)
troy@troyres.com.au
www.troyres.com.au
Cannings Purple
Annette Ellis / Warrick Hazeldine
Media Relations
+61 8 6314 6300
aellis@canningspurple.com.au