Silvercorp Metals’ (TSX:SVM) off-market takeover bid for Africa-focused OreCorp (ASX:ORR) will now close on 22 March 2024, unless further extended or withdrawn.
The Silvercorp offer is contained in the replacement bidder’s statement issued by the company and dated 16 January 2024.
Notice was lodged with the Australian Securities and Investments Commission (ASIC) and given to OreCorp on 2 March 2024 and will be distributed accordingly.
Silvercorp further notes that, as of the time of the 2 March announcement, Perseus Mining (ASX:PRU) – which is also seeking to takeover OreCorp – had yet to provide an update on the status of its application to the Fair Competition Commission of Tanzania for an unconditional merger control approval in relation to its off-market takeover bid.
However, today (4 March) a copy of the target’s statement issued by OreCorp was released in response to the Perseus offer for all of OreCorp’s shares not already owned. The target’s statement was lodged today with ASIC and sent to Perseus.
In the target’s statement, OreCorp again unanimously recommends shareholders reject the Perseus offer by taking no further action.
OreCorp is using CIBC as financial advisor and Allen & Overy as legal advisor.
As per the now lodged target’s statement, the Perseus offer period now ends (unless extended or withdrawn) on 19 March 2024.
Silvercorp says unlike its offer, Perseus has not agreed to waive all conditions to the Perseus offer within 3 business days after the 50.1% minimum acceptance condition is satisfied (other than any condition which has been publicly announced being breached or suspected to be breached).
As such, the increased timing and execution risk associated with the Perseus offer remains, the Canadian company says. Silvercorp encourages all OreCorp shareholders who have not already accepted the Silvercorp offer to do so without delay.
While the Perseus offer represents a slight premium to the implied value of Silvercorp’s offer, OreCorp does not believe the premium adequately compensates its shareholders for some of uncertainty it sees in the Perseus proposal. The risks associated include, but are not limited to, receiving FCC approval.
In the target’s statement, OreCorp notes the Perseus offer provides certain value in the form of cash. However, it says the offer denies shareholders the opportunity to participate in the value which may be created from the successful development of the Nyanzaga Project.
“Whilst OreCorp shareholders could take the cash consideration received through accepting the Perseus offer and acquire Perseus shares, this may have unfavourable tax consequences.”
Silvercorp is a Canadian mining company producing silver, gold, lead, and zinc with a long history of profitability and growth potential.
Perseus currently operates 3 gold mines in Africa – Edikan in Ghana, and Sissingué and Yaouré in Côte d’Ivoire, and it owns the Meyas Sand Gold Project (formerly Block 14) in Sudan.
Write to Adam Orlando at Mining.com.au
Images: OreCorp
