Acquisition of Western Areas Limited
Transaction Details
IGO to acquire Western Areas for A$3.36 cash per share via a Recommended Scheme of Arrangement
Transaction
overview
igo
IGO has entered into a Scheme Implementation Deed (SID) with Western Areas Limited (Western Areas or WSA) pursuant to which
IGO will acquire 100% of Western Areas for cash under a Western Areas Board recommended Scheme of Arrangement
(Transaction)
The cash consideration of A$3.36 per Western Areas share represents an immediate premium to last close and a significant premium
to the undisturbed trading price on 18 August 2021 (the day before discussions were first announced)
Consideration and
implied premia
•
3.7% premium to Western Areas' last close on 15 December 2021
.
35.5%¹ premium to Western Areas' undisturbed share price on 18 August 2021
Conditions
Exclusivity
36.5% premium to Western Areas' undisturbed 30-day VWAP on 18 August 2021
39.6% premium to Western Areas' undisturbed 90-day VWAP on 18 August 2021
Key conditions of the Transaction include:
Approval being obtained from shareholders of Western Areas and Australian court approval in relation to the Scheme;
The Independent Expert concluding that the Transaction is in the best interests of Western Areas shareholders, and not changing
that conclusion or withdrawing its report; and
Other conditions customary for a public transaction of this nature
The SID includes customary exclusivity arrangements including "no shop" and "no talk" restrictions, notification obligations and
matching rights for IGO as well as market standard terms and break fees
1.
Premia to Western Areas VWAP's as at close on 18 August 2021 (the day before discussions were first announced).
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