GPR Resources NL executed an agreement to acquire WorldWide Mining Projects Limited from Stillwater Resource Group Pty Ltd, BLT Offshore Pte Ltd, Idzan Pty Ltd and others for AUD 0.48 million.
There will be addition of 2 new Board members and management from WWM. Mark Bojanjac will join the Board as a Non Executive Director and Ron Heeks will join the Board as Managing Director. John Lewis will join GPR Resources as Co-Chief Financial Officer and Co-Company Secretary alongside existing Chief Financial Officer and Company Secretary Mark Pitts. Pitts will resign his position. GPR Resources' Board will comprise Charles Bass, Russell Fountain, Ron Heeks and Mark Bojanjac. The transaction is subject to GPR Resources shareholders approving the transaction, WWM finalizing the divestment of its shareholding interest in Indonesian Coal Limited, WWM obtaining a legal opinion from a suitably qualified lawyer in Cambodian law, WWM raising not less than AUD 1.2 million and not more than AUD 1.5 million in additional equity capital, Worldwide Directors entering into voluntary escrow arrangements, all approvals or consents which are required by law or any public authority or imposed by ASX, ASIC or the takeovers panel, minimum tender and approval by Board of Directors of WWM and GPR Resources. Takeover offer period will open on January 29, 2013 and will close on March 5, 2013.
Geopacific Resources will acquire remaining shares under compulsory acquisition if it receives acceptance for minimum 90% of the shares of Worldwide. The tender offer period is from February 14, 2013 to March 19, 2013. As of March 11, 2013 it was announced that the tender offer period has been extended and now will remain open for acceptance until April 2, 2013. The date of issue of shares of Geopacific Resources to shareholders of Worldwide at completion of offer is March 22, 2013. The meeting of the shareholders of Geopacific Resources will be held on March 11, 2013. The Board of Directors of Geopacific Resources unanimously recommended its shareholders to vote in favor of the transaction. As of February 11, 2013, WorldWide Mining Projects satisfied two of the pre bid conditions by raising AUD 1.34 million cash and has paid the initial AUD 0.7 million exclusivity fee. As on March 25, 2013, the provision of a legal opinion from a suitable qualified lawyer in Cambodia regarding the Kou Sa Project has been fulfilled, the directors of Worldwide and their associates enter into voluntary escrow agreements, pursuant to which they agree not to dispose of, or agree to offer or dispose of the Geopacific shares they are to receive in consideration for the Worldwide shares in which they have a relevant interest for a period of 12 months from the date of issue of the respective Geopacific shares has been fulfilled and this the transaction became unconditional. Jackson McDonald, Barristers and Solicitors acted as legal advisor and Boardroom Pty Limited acted as registrar for Geopacific Resources NL.