LONDON (ShareCast) - (Sharecast News) - Central Asia Metals revised the structure of its proposed acquisition of New World Resources on Monday, replacing a scheme of arrangement with a recommended off-market takeover offer valuing the Australian firm at AUD 230m (£109.92m).
Under the new agreement, CAML said it would offer 6.2 Australian cents in cash per NWR share in a deal supported by NWR's board.

The AIM-traded firm said the offer was subject only to the standard "no prescribed occurrences" condition under Australian corporate law and was not contingent on any minimum acceptance level.

CAML currently owns about 12.1% of NWR's share capital.

The offer included all shares not already held by CAML and extended to those issued during the offer period, including through the exercise of options or performance rights.

It said the revised terms were formalised through a deed of amendment and a bid implementation deed, replacing the original scheme implementation deed announced in May.

Existing protections, including "no shop", "no talk", and matching rights remain in place, alongside a potential AUD 2.3m break fee.

The NWR board was unanimously recommending the offer, stating that, in the absence of a superior proposal, directors intended to accept it in full for shares they control, which total around 3.3% of NWR's issued capital.

CAML had also agreed in principle to provide NWR with a $6.5 million unsecured loan facility, replacing a previously proposed AUD 10m equity placing.

The loan was subject to definitive documentation and would become available once CAML gains control of more than 50% of NWR.

It would carry 10% annual interest and a two-year term.

"The CAML offer provides transaction and funding certainty, and a simple cash exit for NWR shareholders," the company said in its announcement.

CAML said it expected to dispatch its bidder's statement and open the offer for acceptances by mid-July.

At 0946 BST, shares in Central Asia Metals were down 0.37% at 163.2p.

Reporting by Josh White for Sharecast.com.

Email this article to a friend

or share it with one of these popular networks:

• DIGG
• FACEBOOK
• STUMBLEUPON
• MIXX
• YAHOO BUZZ
• DELICIOUS
• REDDIT
• NEWSVINE