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Troy Resources Ltd And Azimuth Resources Limited Signs Takeover Bid Implementation Deed


Wednesday, 27 Mar 2013 08:14pm EDT 

Troy Resources Ltd and Azimuth Resources Limited announced the signing of a Takeover Bid Implementation Deed (Implementation Deed) under which it is proposed that Troy will acquire all of the issued shares of Azimuth in a share based transaction by way of an off-market takeover offer. Under the offer, Azimuth shareholders will receive 1 new Troy share for every 5.695 Azimuth shares held. Based on Troy’s closing share price of AUD2.49 on the ASX on March 27, 2013, the offer values Azimuth at AUD188 million or AUD0.437 per share. The Troy offer is unanimously recommended by the directors and the CEO of Azimuth who have also agreed to accept Troy’s offer in respect of all shares they control, in each case in the absence of a superior offer. Following implementation of the offer, Azimuth is expected to become a wholly-owned subsidiary of Troy, with current Troy and Azimuth shareholders holding 55% and 45% respectively of the enlarged Troy. Existing Azimuth directors, Richard Monti and Sean Harvey will be invited to join the Troy board which will continue to be chaired by David Dix. Paul Benson will continue as Managing Director of Troy. Troy will remain headquartered in Perth, Western Australia and will maintain its listing on the Australian Stock Exchange and secondary listing on the Toronto Stock Exchange. As part of the transaction, Troy has agreed to provide Azimuth with funding of AUD10 million by way of a convertible note facility. 

Company Quote

0.59
-0.03 -4.84%
31 Oct 2014