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Perseus Mining to Acquire 100% of Exore Resources

Written by Customer Service on . Posted in Public Companies.

PERTH, Western Australia, June 02, 2020 (GLOBE NEWSWIRE) — Perseus Mining Limited (“Perseus” or the “Company”) (TSX & ASX: PRU) wishes to advise that Perseus and Exore Resources Limited (ASX:ERX) have entered into a Scheme Implementation Deed under which it is proposed that Perseus (or a subsidiary of Perseus) will acquire 100% of the issued share capital of Exore by way of scheme of arrangement.
HIGHLIGHTSPerseus to acquire 100% of Exore by way of scheme of arrangement in an all-share transaction under which, if implemented, Exore shareholders will receive 1 Perseus share for every 12.79 Exore shares held
 The Scheme delivers compelling value to Exore shareholders:
• Based on Perseus’s 10 trading day VWAP, Scheme Consideration values Exore at a fully diluted equity value of A$59.8 million1 or A$0.098 per share
• Based on Perseus’s last closing share price on June 2, 2020, Scheme Consideration values Exore at a fully diluted equity value of A$64.0 million1 or A$0.105 per share
 At Perseus’s last closing price, the Implied Scheme Consideration represents a premium of:
• 69% to Exore’s closing share price of A$0.062 on June 2, 2020
• 78% to the 20 trading day VWAP of Exore of A$0.059, up to and including June 2, 2020This is equivalent to a 56.9% premium based on the 20 trading day VWAP of both companies
 The Exore Board unanimously recommends that Exore shareholders vote in favour of the Scheme, in the absence of a superior proposal and subject to an Independent Expert’s report concluding that the Scheme is in the best interests of Exore shareholders
 Exore has elected to exercise its pre-emptive right over Apollo’s 20% joint venture interest in the Bagoé and Liberty Projects in northern Côte d’Ivoire for US$4.5 million to obtain 100% ownership1 Calculated based on 589,356,105 ordinary shares outstanding, plus 20,616,667 outstanding performance options that are expected to vest and be exercised prior to the record date, plus 5,000,000 options to be cancelled in consideration for Perseus shares

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