Bendigo Mining Limited (BDG) and BCD Resources NL (BCD) announce that they have entered into a Scheme Implementation Agreement for a merger of the companies to create a significant mid-tier Australian gold mining business. The Merger will be implemented by way of a scheme of arrangement under which it is proposed Bendigo will acquire all of the ordinary shares in BCD. BCD shareholders will receive 0.72 Bendigo shares for each BCD share held which, based on the last closing prices, implies a combined market capitalisation of A$162 million. The scheme of arrangement will require approval by BCD shareholders at a meeting expected to be held in November 2010. The Merger offer ratio of 0.72 Bendigo shares for every BCD share implies an offer price of 4.4 cents per BCD share, representing an attractive premium of 44.0% to BCD’s 2010 and 25.2% to BCD’s 30 day VWAP. The Merger combines Bendigo’s production and strong balance sheet with BCD’s high grade Tasmania Mine.
The Merger will create a significant new mid-tier Australian gold mining company with increased scale, relevance and synergies; high grade gold production from three established underground mines at the Henty Gold Mine, the Tasmania Mine and the Kangaroo Flat Mine which had combined production of 137,6600 ounces in FY10.
Mr Rod Hanson, Bendigo’s Managing Director & CEO said, “The merger will combine two companies with highly complementary operational development and exploration profiles. The operational, scale and profile of the merged entity, its strong cashflow and healthy balance sheet will create a significant mid-tier Australian gold producer tier producer.”
Bendigo Mining Limited (BDG) is an Australian gold producer which owns and operates two producing underground gold mines in Australia; the Kangaroo Flat Mine in Bendigo, Victoria and the Henty Gold Mine on the West Coast of Tasmania. Bendigo is also involved in gold exploration in West Africa through its investment in GoldStone Resources Limited. BCD Resources NL (BCD) is an Australian gold producer which owns and operates the Tasmania Mine in Northern Tasmania. BCD is also advancing a copper project in Victoria with significant copper resources at two adjacent locations.
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