By: Creamer mining

Perseus confirmed on Thursday that its binding offer, announced on December 3, had automatically lapsed after Robex exercised its matching right under the existing arrangement agreement struck with Predictive on October 5. With Robex matching the financial and strategic terms deemed superior in the Perseus proposal, Predictive notified the market that Perseus’ offer “is terminated”.

Predictive has entered into an amended arrangement agreement with Robex, lifting the exchange ratio to 7.862 Predictive shares for every Robex share. The revised terms will leave Predictive shareholders with 53.5% of the merged entity and Robex shareholders with 46.5%.

The Predictive board said the amended proposal offered “greater medium to long-term value” and improved execution certainty, noting written support from several major shareholders in favour of the Robex transaction over the Perseus bid.

Predictive CEO Andrew Pardey said the amended terms reflected the companies’ “shared commitment to combine two of the largest, lowest cost and most advanced gold projects in West Africa”. He added that shareholder feedback, improved transaction economics and higher certainty of completion meant the Robex deal “is in the best interests of the Company and our shareholders”.

Robex also confirmed that key shareholders – including the Cohen Group, Eglinton Mining, directors and senior management – representing 23.8% of shares on issue, have signed amended voting support agreements committing to back the revised transaction. The special meeting of Robex shareholders has been pushed out to December 30 to allow time to communicate the amended terms.

The Predictive–Robex combination would consolidate two advanced projects – Bankan in Guinea and Kiniero in Mali – creating a multi-asset West African gold producer with a potential production profile of more than 400 000 oz/y by 2029, and a combined resource base of 9.5-million ounces.

Both companies highlighted the strategic rationale of the merger, including the ability to use Robex cash flows to help fund development of Predictive’s flagship Bankan project, a stronger management team with deep regional experience, and the potential for a Tier 1 regional mining hub.

For Perth-based Perseus, the exit ends its short-lived attempt to secure Predictive, a move that would have expanded its growth pipeline in the region.