First and Last Word on Metals and Mining

Wexford Capital LP intends to launch, through its private investment funds, a takeover bid for any and all outstanding common shares of Oro Mining Ltd. at an offer price of 11 cents per share. The offer price represents a premium of 57.1 per cent over the closing price of the common shares of the company on the TSX Venture Exchange on June 13, 2012, and 76.3 per cent over the 60-day volume-weighted average price of the common shares of the company of 6.24 cents on the TSX Venture Exchange. As a result of this announcement, Wexford will cease to file alternative monthly reports under Part 4 of National Instrument 62-103.

Full details of the offer will be contained in a formal offer and takeover bid circular to be filed with securities regulatory authorities and mailed to shareholders of the company. Wexford will request shareholder lists from the company promptly and mail the takeover bid circular to shareholders of the company as quickly as possible. The offer will remain open for at least 35 days following the formal commencement of the offer and will be subject to customary conditions.

Wexford, through two private investment funds, holds 40,591,000 common shares, 3,571,450 warrants expiring Jan. 20, 2013, and 17,045,500 warrants expiring Feb. 14, 2014. Each warrant entitles the holder to acquire one fully paid and non-assessable common share of the company at any time prior to Jan. 20, 2013, in the case of the 2013 warrants, at a purchase price of 50 cents per common share, and prior to Feb. 14, 2014, in the case of the 2014 warrants, at a purchase price of 20 cents per common share, provided, however, that Wexford, through its private investment funds, shall not be entitled to exercise 17,045,500 of such warrants at any time where, following such exercise, Wexford would hold more than 19.9 per cent of the then issued and outstanding common shares of the company, unless the company has received shareholder approval thereof in accordance with the requirements of the TSX Venture Exchange.

Wexford’s securityholding percentage is 28.74 per cent of the issued and outstanding common shares of the company, assuming the full exercise of the warrants, which exercise is limited with respect to certain warrants as set forth above.

All of Wexford’s common shares and warrants of the company are held through two private investment funds managed and controlled exclusively by Wexford: Wexford Spectrum Trading Ltd. and Wexford Catalyst Trading Ltd., each a Cayman Islands exempt company. Wexford does not own any common shares of the company with respect to which control is held by other persons or companies other than Wexford.

Wexford’s purpose in launching the offer is to increase its securityholding percentage and to offer existing shareholders of the company an opportunity to realize liquidity from their investments in the company. The securities acquired in Wexford’s offer will be acquired in the ordinary course of business. Wexford Spectrum and Wexford Catalyst may from time to time acquire additional securities, dispose of some or all of the existing or additional securities, or may continue to hold the securities.

Wexford has not entered into any agreements with the company in respect of the offer.

This review was posted in and related to company . Bookmark the permalink or read the original source.

Reviews

Dangling the carrot

June 14, 2012 at 6:54 am
Zurbo Zurbo

A few days ago in our Portfolio Remarks section (subscriber-only) we wrote:

The preliminary economic assessment on Taunus was right in line with our own expectations. At the current gold price of about $1600 and using an 8% discount rate we’re left with a base case target of $0.30 per share, but of course a lot will depend on how the project is financed. Last time we spoke with John Brownlie we were told that Oro Mining was working closely with large institutional shareholder, Wexford Capital, on some creative financing and growth strategies beyond Taunus. With production still anticipated in 2013, we’re approaching the sweetspot for a developer. All else equal, if given the opportunity to exit at say $0.15+ we’d likely take it.

While I don’t find this $0.11 offer at all fair, it is interesting in that Wexford doesn’t seem intent on full support and is fine simply fattening its position at the expense of frustrated shareholders (rightly so, when the last financing was priced at $0.11 and closed just a few months ago!). This should be a fun one to follow. Stock currently halted.

11 months ago

6 Responses to Oro Mining to receive 11-cent takeover bid from WexfordComment RSS Feed

  1. forwill

    Unfortunately I’d need a 400% premium to break even. Now these asswipes are going to forcibly cash me out at a huge loss after I’ve patiently waited for this thing to get near development.

    • @forwill

      Forcibly? I would expect the offer to be opposed by the board and plenty if not the majority of other shareholders.

    • forwill

      @Zurbo

      Is’nt the intent here to take Oro’s projects private?

  2. As expected, the board unanimously recommends shareholders reject Wexford’s unsolicited $0.11 offer:
    http://www.oromining.com/section.asp?pageid=21994

  3. Added a new Remark on Oro Mining (for subscribers only): http://www.metalaugmentor.com/our-portfolios/overview/

    • forwill

      @Zurbo

      very good, thanks much

Leave a Reply

Only Metal Augmentor subscribers can post comments. If you are a subscriber, please login to post a comment.

Not a subscriber? Become one today!

web design by Web Design Jakarta. WordPress code & SEO Optimized by WordPress Expert.