Focus Reaches 98.9% Interest in Laverton

Focus Reaches 98 per cent interest in Laverton


Focus Minerals Ltd (“Focus”) [ASX: FML] and Focus Minerals (Laverton) Limited (“Focus Laverton”) on 15 March 2013 announced an unconditional recommended off-market takeover offer by Focus for all of the remaining Focus Laverton shares it does not currently own (“Offer”).

Focus is pleased to announce that it now has received acceptances for its unconditional recommended off-market takeover of Focus Laverton which give Focus a total relevant interest in Focus Laverton of 98.90%.

Compulsory Acquisition

Focus will now commence the compulsory acquisition process under the Corporations Act to acquire all outstanding shares it has not acquired under the Offer, in order to move to 100% ownership of Focus Laverton.

Issue of Focus shares under the Offer

Focus Laverton shareholders are free to accept the Offer until its closing date (7.00pm (Melbourne time) on 22 April 2013), and, in doing so, may benefit from receiving their consideration earlier than if those shares are compulsorily acquired. Focus intends to commence issuing the new Focus shares to Focus Laverton holders who have validly accepted the Offer (and who are not Ineligible Foreign Shareholders as defined in Focus’ bidder’s statement dated 19 March 2013) from Friday, 26 April 2013.

Issue of Focus shares following compulsory acquisition

Focus Laverton shareholders whose shares are compulsorily acquired will receive their consideration at the end of the compulsory acquisition period, which is likely to be approximately four weeks after the Offer Close Date.


The consideration being offered to Focus Laverton shareholders is 1 Focus share for every 0.725 Focus Laverton shares.  At the closing price of Focus shares on 14 March 2013 of 2.0 cents per share, the Offer represents an implied offer price of 2.8 cents per Focus Laverton share.[1]

The independent expert appointed by Focus Laverton, BDO Corporate Finance, has opined that the transaction is fair and reasonable to Focus Laverton shareholders.

The Independent Director of Focus Laverton, Mr Geoff Stanley, recommends that all Focus Laverton shareholders accept the Offer, in the absence of a superior proposal.

The transaction will consolidate the Laverton assets into Focus, creating an Australian gold producer with targeted annual gold production of 200,000oz per annum from 2014, a combined Mineral Resource base of 4.3Moz of gold, and outstanding growth potential across two major Western Australian mining regions.

[1] The value of the Offer may change as a consequence of changes in the market price of Focus shares.

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