St Barbara : to acquire Bardoc Gold via scheme of arrangement - marketscreener.com

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St Barbara to acquire Bardoc Gold via Board

recommended scheme of arrangement

St Barbara Limited (ASX: SBM) (the "Company" or "St Barbara") and Bardoc Gold Limited (ASX: BDC) ("Bardoc Gold" or "Bardoc") are pleased to announce they have entered into a binding scheme implementation deed ("Implementation Agreement") under which St Barbara will, subject to the satisfaction of various conditions, acquire all of the shares in the capital of Bardoc by way of a scheme of arrangement under Part 5.1 of the Corporations Act 2001 (Cth) ("Corporations Act") ("Scheme"). Implementation of the Scheme is targeted for mid-April 2022.

The execution of the Implementation Agreement follows the successful completion of a strategic review of the Bardoc Gold Project initiated by Bardoc in September 2021.

Highlights

  • St Barbara to acquire all of the shares in the capital of Bardoc by way of scheme of arrangement
  • Bardoc shareholders will receive 0.3604 new St Barbara shares for each Bardoc share
  • Based on the closing price of St Barbara shares on the ASX on 17 December 2021, the transaction values Bardoc at approximately $157 million and each Bardoc share at $0.530
  • The implied valuation represents:
    • a 29.2% premium to the closing price of Bardoc shares on 17 December 2021 (Last Closing Date)
    • a 34.7% premium to the 30-day VWAP of Bardoc shares of $0.393 for the period ended on the Last Closing Date
  • On a pro forma basis, St Barbara shareholders will own...


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