Royalty Portfolio Update:Apollo Consolidated Offer
2 November 2021
Trident Royalties Plc
("Trident" or the "Company")
Royalty Portfolio Update: Recommended Takeover Offer for Apollo Consolidated
Further to its announcement on 19 October 2021, Trident Royalties Plc (AIM:TRR, FSX:5KV), the growth-focused mining royalty and streaming company, is pleased to further note announcements1 made by Apollo Consolidated Ltd. ("Apollo"), ASX listed Ramelius Resources ("Ramelius") and ASX listed Gold Road Resources ("Gold Road") relating to the proposed acquisition of Apollo (the "Transaction").
Trident holds a 1.5% NSR gold royalty over Apollo's flagship Lake Rebecca Gold Project ("Lake Rebecca" or the "Project"), in Western Australia. The royalty (the "Lake Rebecca Gold Royalty" or the "Royalty") covers the entirety of the Project and its 1.1Moz gold Resource2.
Adam Davidson, Chief Executive Officer of Trident commented:
"Trident is pleased to note the further and increasingly competitive corporate activity involving Apollo and its cornerstone Lake Rebecca Project, which now has two publicly active ASX listed gold mid-tiers vying for control of the Project. The interest reaffirms the quality of the Lake Rebecca Project as one of the best undeveloped gold projects in Australia and adds credence to Trident's original positive view of the asset.
"Both Ramelius and Gold Road are well capitalised, Western Australian gold producers with the required in-house expertise and experience to successfully transition Lake Rebecca from its current Resource building stage, through to mine development and operation. The acquisition of Apollo would be material for either bidder and should see the eventual owner compelled to develop the Project in a timely manner, maximising the value of the Project.
"Royalties over potential +100,000oz p.a. gold projects are incredibly rare in the royalty space, and especially valuable. If a transaction is concluded, the transition of the Project ownership from a predominately exploration focused junior gold company, to a production focused mid-tier, will add a significant value uplift to the royalty and represents a material step-change towards the royalty becoming cash generative to Trident. We look forward to working with the successful bidder for Apollo as Lake Rebecca moves closer towards development."
PROPOSED TRANSACTION BACKGROUND 1
On 18 October 2021, Apollo announced that the Company had entered into a Bid Implementation Agreement ("BIA") pursuant to which Ramelius would make an off-market takeover offer ("Original Ramelius Offer") to acquire all of the issued and outstanding ordinary shares for A$0.34 cash and 0.1375 Ramelius shares for every Apollo share held, which at that time represented A$0.56 per share, based on Ramelius' preceding 3-trading day Volume Weighted Average Price (VWAP).
The Apollo Board of Directors unanimously recommended that Apollo shareholders accept the Original Ramelius Offer, in the absence of a superior proposal. The Apollo Board and management entered into binding agreements to accept the Original Ramelius Offer, in the absence of a superior proposal, for all the shares they own or control within 7 days of the Original Ramelius Offer opening, representing 13.7% of Apollo's issued shares.
The Original Ramelius Offer which was expected to be open for acceptance on or about Friday 29 October 2021, was subject to certain conditions including (among others) a 90% minimum acceptance by Apollo shareholders.
On 21 October 2021, Gold Road announced and released a Bidder's Statement (the "Gold Road Bidder's Statement") outlining an unconditional all cash takeover offer of A$0.56 cash per share (the "Gold Road Offer Consideration") to acquire all of the issued and outstanding ordinary shares (including exercise of options during the offer period) of Apollo ("Gold Road Offer"). Gold Road also announced that it has a standing bid in the market for Apollo Shares at a price equal to the Gold Road Offer Consideration.
Ramelius has now (1 November 2021) made the Revised Offer of A$0.62 per Apollo share (approximately A$181 million) which has been accepted by Apollo Directors who also recommend Apollo shareholders accept the Revised Offer from Ramelius, in the absence of a superior proposal. The parties also agreed to make consequential amendments to the BIA to reflect the removal of all conditions of the Original Ramelius Offer.
ABOUT RAMELIUS 3
Ramelius is an ASX listed gold producer (Ticker Code: RMS) with a market capitalisation of A$1.32B, cash and equivalents of A$234.0M and no debt. Ramelius operates two production centres at Mt Magnet and Edna May which produced a total of 272koz in FY21, with FY22 operating guidance set at 260-300koz.
ABOUT GOLD ROAD 4
Gold Road is an ASX listed gold producer (Ticker Code: GOR) with a market capitalisation of A$1.22B, cash and equivalents of A$123.5M and no debt. Gold Road owns 50% of the world-class Gruyere gold mine, which was developed in Joint Venture with Gold Fields Ltd and produced first gold in June 2019.
Gruyere is forecast to produce on average 350,000 ounces (100% basis) annually for at least 10 years, making it one of Australia's largest and lowest-cost gold mining operations. The Gruyere JV has Mineral Resources of 6.7 million ounces, including an Ore Reserve of 4.54 million ounces.
Notes & References
All of the technical information in this release has been extracted from the publicly available source documents identified below, the reader is advised that the appropriate JORC tables and Competent Persons Statements may be found in those documents.
1 Source: Apollo Consolidated ASX announcement: Recommended, Unconditional $0.62 Offer from Ramelius, 1 November 2021
2 Source: Apollo Consolidated ASX announcement. Resource Update, 20 April 2021
3 Source: Ramelius Resources ASX announcement: Ramelius Makes Recommended Takeover Offer for Apollo Consolidated, 18 October 2021
4 Source: Gold Road Resources ASX announcement: Investor Presentation - Ore Reserve Growth & September 2021 Quarter Results, 27 October 2021
Competent Person's Statement
The technical information contained in this disclosure has been read and approved by Mr Nick O'Reilly (MSc, DIC, MAusIMM, MIMMM, FGS), who is a qualified geologist and acts as the Competent Person under the AIM Rules - Note for Mining and Oil & Gas Companies. Mr O'Reilly is a Principal Consultant working for Mining Analyst Consulting Ltd which has been retained by Trident to provide technical support.
** Ends **
Contact details:
|
Trident Royalties Plc Adam Davidson |
www.tridentroyalties.com +1 (757) 208-5171 |
|
Grant Thornton (Nominated Adviser) Colin Aaronson / Samantha Harrison |
+44 020 7383 5100 |
|
Tamesis Partners LLP (Joint Broker) Richard Greenfield |
+44 20 3882 2868 |
|
Shard Capital Partners LLP (Joint Broker) Erik Woolgar / Isabella Pierre |
www.shardcapital.com +44 20 7186 9927 |
|
St Brides Partners Ltd (Financial PR & IR) Susie Geliher / Catherine Leftley |
+44 20 7236 1177 |
About Trident
Trident is a growth-focused diversified mining royalty and streaming company, providing investors with exposure to a mix of base and precious metals, bulk materials (excluding thermal coal) and battery metals.
Key highlights of Trident's strategy include:
· Expanding on a royalty and streaming portfolio which broadly mirrors the commodity exposure of the global mining sector (excluding thermal coal) with a bias towards production or near-production assets, differentiating Trident from the majority of peers which are exclusively, or heavily weighted, to precious metals;
· Acquiring royalties and streams in resource-friendly jurisdictions worldwide, while most competitors have portfolios focused on North and South America;
· Targeting attractive small-to-mid size transactions which are often ignored in a sector dominated by large players;
· Active deal-sourcing which, in addition to writing new royalties and streams, will focus on the acquisition of assets held by natural sellers such as: closed-end funds, prospect generators, junior and mid-tier miners holding royalties as non-core assets, and counterparties seeking to monetise packages of royalties and streams which are otherwise undervalued by the market;
· Maintaining a low-overhead model which is capable of supporting a larger scale business without a commensurate increase in operating costs; and
· Leveraging the experience of management, the board of directors, and Trident's adviser team, all of whom have deep industry connections and strong transactional experience across multiple commodities and jurisdictions.
The acquisition and aggregation of individual royalties and streams is expected to deliver strong returns for shareholders as assets are acquired on terms reflective of single asset risk compared with the lower risk profile of a diversified, larger scale portfolio. Further value is expected to be delivered by the introduction of conservative levels of leverage through debt. Once scale has been achieved, strong cash generation is expected to support an attractive dividend policy, providing investors with a desirable mix of inflation protection, growth and income.
Forward-looking Statements
This news release contains forward ‐ looking information. The statements are based on reasonable assumptions and expectations of management and Trident provides no assurance that actual events will meet management's expectations. In certain cases, forward ‐ looking information may be identified by such terms as "anticipates", "believes", "could", "estimates", "expects", "may", "shall", "will", or "would". Although Trident believes the expectations expressed in such forward ‐ looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those projected. Mining exploration and development is an inherently risky business. In addition, factors that could cause actual events to differ materially from the forward-looking information stated herein include any factors which affect decisions to pursue mineral exploration on the relevant property and the ultimate exercise of option rights, which may include changes in market conditions, changes in metal prices, general economic and political conditions, environmental risks, and community and non-governmental actions. Such factors will also affect whether Trident will ultimately receive the benefits anticipated pursuant to relevant agreements. This list is not exhaustive of the factors that may affect any of the forward ‐ looking statements. These and other factors should be considered carefully and readers should not place undue reliance on forward-looking information.
Third Party Information
As a royalty and streaming company, Trident often has limited, if any, access to non-public scientific and technical information in respect of the properties underlying its portfolio of royalties and investments, or such information is subject to confidentiality provisions. As such, in preparing this announcement, the Company often largely relies upon information provided by or the public disclosures of the owners and operators of the properties underlying its portfolio of royalties, as available at the date of this announcement.
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