Shareholders of three companies —
The merged entity will have operations in South Africa, Zambia, Ghana, the Philippines, Greenland and Norway.
More than 90% of Mindex’s shareholders approved Crew’s merger offer. The transaction calls for a 1-to-1 offering of Mindex shares for shares of a new company, Mindex Invest ASA. Mindex shareholders will retain existing rights to net smelter royalties (NSRs) through the new company. The NSR rights include 2.5% from the Mindoro Nickel project, 2% from the Roros zinc project, 1% from the Nalunaq gold project and 1% from the Hwini-Butre project.
In addition, Mindex shareholders will receive 0.57 of a share of Crew Development for each Mindex share. Next month, Crew is expected to make a mandatory offer to acquire the remainder of Mindex’s outstanding shares, and Mindex will be de-listed from the Oslo Stock Exchange.
In a separate agreement, Crew and Botswana Diamondfields have received court approval to proceed with their merger. The companies have agreed to an arrangement whereby shareholders of Botswana Diamondfields will exchange their shares for Crew shares according to a ratio of two Crew units for three Botswana Diamondfields units. As a result, Botswana Diamondfields will become a wholly owned subsidiary of Crew in return for 11.2 million shares of Crew.
Both mergers have been effective since July 1, 1999. The market capitalization of the new company is pegged at $100 million. Crew will have 72.6 million shares outstanding.
Crew is a profitable international company with revenues from seven operations that produce copper, zinc, gold, antimony, fluorspar, manganese and coal. Over the past two years, the company has tripled its annual sales to $145 million.
The new group will continue under the name Crew Development and be based in Vancouver. It will seek a listing on the Oslo Stock Exchange and maintain an office in Oslo to direct its Norwegian exploration efforts.
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