The Exclusivity Deed includes "no shop" and "no talk" restrictions in favour of Horizon, as well as notification and matching rights in respect of any competing proposals for the Coolgardie Gold project, subject to customary fiduciary carve outs for Focus' benefit.
Horizon has exercised its matching right under the Exclusivity Deed in response to a superior competing non-binding proposal to purchase the Coolgardie Gold Project received by Focus from a third party (Competing Proposal) and has submitted a non-binding counter proposal (Counter Proposal).
The Counter Proposal increases the proposed consideration from that announced on 11 February 2019 to A$55 million, comprising A$12 million in fully paid ordinary shares (based on 20 day VWAP) and A$43 million in cash, which is payable in tranches.
Focus' board has made a determination that the Counter Proposal is no less favourable than the Competing Proposal and as a result the parties are now required to use their reasonable endeavours to agree formal binding documentation in respect of the Counter Proposal.
The Proposed Transaction, as contemplated by the Counter Proposal, remains subject to the negotiation and entry into of formal binding written documentation and the obtaining of necessary approvals. Accordingly there is no assurance that the acquisition of the Coolgardie Gold Project and Three Mile Hill processing plant by Horizon will proceed.
About Horizon Minerals Limited
Horizon Minerals Limited (ASX:HRZ) is a gold exploration and mining company focussed on the Kalgoorlie and Menzies areas of Western Australia which are host to some of Australia's richest gold deposits. The Company is developing a mining pipeline of projects to generate cash and self-fund aggressive exploration, mine developments and further acquisitions. The Teal gold mine has been recently completed.
Horizon is aiming to significantly grow its JORC-Compliant Mineral Resources, complete definitive feasibility studies on core high grade open cut and underground projects and build a sustainable development pipeline.
Horizon has a number of joint ventures in place across multiple commodities and regions of Australia providing exposure to Vanadium, Copper, PGE's, Gold and Nickel/Cobalt. Our quality joint venture partners are earning in to our project areas by spending over $20 million over 5 years enabling focus on the gold business while maintaining upside leverage.
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