Dia Bras Exploration Inc. (TSX-V:DIB) and Plexmar Resources Inc. (TSX-V: PLE), following renewed discussions are pleased to announce that Dia Bras and Plexmar have entered into a letter of intent pursuant to which Dia Bras will acquire all of the outstanding common shares of Plexmar at a price of $0.01 per common share, payable in cash, and all outstanding warrants and options to acquire common shares of Plexmar will be cancelled for no consideration by way of a statutory plan of arrangement.
Daniel Tellechea, President and CEO of Dia Bras, commented “Under the terms of this new agreement, we expect Plexmar’s assets combined with the resources and management team of Dia Bras in Peru have the potential to accrete significant value to the precious metals business base of the Company in the medium term.”
Dear Plexmar shareholders, you lose …. Sincerely, Dia Bras
July 5, 2012 at 5:59 am
Back in April, we woke up to the following headline:
DIA BRAS SIGNS LETTER OF INTENT TO ACQUIRE PLEXMAR AND PROVIDES A BRIDGE CREDIT FACILITY TO PLEXMAR
Plexmar jumped big on the news because after all we were talking about an all-share deal at a significant premium. Specifically:
Dia Bras has entered into a Letter of Intent with Plexmar to acquire all of the outstanding common shares of Plexmar at an agreed exchange ratio of 0.020101 of a Dia Bras common share for each Plexmar common share, with an approximate value of CAD$13.7 million. The Exchange Ratio has been determined based on CAD$0.0600 per Plexmar Share and CAD$2.9849 per Dia Bras Share.
In addition, all outstanding options and warrants to purchase Plexmar common shares will be exchanged for replacement options and warrants to purchase Dia Bras common shares and will be exercisable to purchase that number of Dia Bras common shares at an exercise price each determined by reference to the Exchange Ratio.
It’s incredible that just a few months later the acquisition price has been reduced by 80% and amended to an all-cash deal that gives zero consideration to any options/warrants (not that they would be in any danger of exercise!).