UPDATE: Extract Calls For Bid If Largest Shareholder Gets Offer
March 09 2011 - 2:33AM
Dow Jones News
Extract Resources Ltd. (EXT.AU), which holds a key uranium
project in Africa, said Wednesday it wants a Chinese state-owned
company that may make a takeover bid for its largest shareholder to
extend any offer to its own shareholders.
Extract, an Australia-based uranium explorer, said that if the
offer isn't extended, Australian regulators should deny a request
by CGNPC Uranium Resources Co., a unit of state-owned China
Guangdong Nuclear Power Corp., to be exempted from provisions that
would otherwise force it to launch a secondary bid for Extract if
it succeeds in acquiring Kalahari Minerals PLC (KAH.LN).
Kalahari, which holds an almost 43% stake in Perth-based
Extract, on Monday said it was discussing a possible cash offer
from CGNPC-URC at 290 pence a share, which would value it around
756 million pounds ($1.22 billion). It said in a statement that
CGNPC-URC plans to seek relief from the Australian commission to
buy more than 20% of Extract, a level after which an acquirer needs
to make a takeover offer to all shareholders.
Extract said it will make submissions to the regulator to
protect the interests of its shareholders and ask that either an
offer be extended on "no less than equivalent terms" to that
offered to Kalahari shareholders or for CGNPC-URC's request for
relief from the takeover rule to be denied.
At stake is control of the Husab uranium project in Namibia, one
of the largest undeveloped uranium deposits in the world. The
project lies only a few kilometers from the massive Rossing mine
owned by Rio Tinto Ltd. (RIO), which owns an 11.5% stake in
Kalahari and a 14% interest in Extract. Rio Tinto has been in talks
with Extract over the possible merging of Husab with Rossing.
Industry analysts have for years speculated Rio Tinto would
eventually acquire Extract in a move that would extend its uranium
reserves and help bring Husab to production. Spokespeople for
Extract and Rio Tinto declined to comment when contacted by Dow
Jones Newswires.
Kalahari in its statement Monday said CGNPC-URC was in
discussions with possible consortium partners that might join as
minority investors in its takeover bid. The proposed offer, which
has the support of Kalahari's board, is subject to a number of
conditions, including regulatory clearances in Australia and China
and finalizing funding.
Speculation over a possible bid for Extract buoyed its shares
for a second day Wednesday, ending the day 8% higher at A$10.73,
giving it a market capitalization of 2.69 billion Australian
dollars ($2.51 billion).
Liu Kaixin, director of public office at Guangdong Nuclear,
declined to comment on the planned bid for Kalahari. A spokesman
for the Australian Securities and Investments Commission said the
regulator doesn't comment on whether applications have been
received or are under consideration.
Rio Tinto, meanwhile, will in coming days have to decide whether
to extend a A$3.9 billion offer for Australia's Riversdale Mining,
which is developing coking coal projects in Mozambique.
Riversdale's two largest shareholders--Tata Steel Ltd. (500470.BY)
of India and Cia. Siderurgica Nacional (SID)--have increased their
shareholdings and now together own a 47% stake. The offer has
already twice been extended by 14 days, most recently until March
18.
-By Robb M. Stewart, Dow Jones Newswires; +61 3 9292 2094;
robb.stewart@dowjones.com
--Zhoudong Shangguan in Beijing contributed to this article.
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