9 Apr 2014listing compliance notice▲ Good
ASX will lift Tangiers' trading suspension from 10 April 2014, after receiving the audited 2013 accounts. Ends the suspension that began 4 February.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
31 Mar 2014regulatory community update▼ Bad
ASIC granted Tangiers extra time to lodge its 2013 accounts (to 30 April) and hold its AGM (to 30 June) because it lacks a board quorum to sign the accounts. New directors are still being selected.
24 Mar 2014drilling scheduled▲ GoodMajor
Galp has signed a novation to secure the Ralph Coffman jack-up rig for TAO-1 offshore Morocco, with the site survey complete and spud scheduled for Q2 2014. NOPTA confirmed cancellation of WA-442-P and NT/P81, ending Australian acreage. New directors are being selected.
20 Mar 2014other● Neutral
Required list of Tangiers' top 20 shareholders at the end of the Jacka offer period. The largest holder has 3.75%. Ex-chair Eve Howell holds 1.15%. No new substantive information.
19 Mar 2014business combination● Neutral
Jacka confirms the Tangiers offer lapsed unsuccessfully, cancelling all acceptances. It plans a capital raising through Patersons and DJ Carmichael to repay about A$1.7m of loans. Its shares stay suspended. A$300,000 Tangiers loan is repayable within 90 days of raising.
18 Mar 2014business combination▼ BadMajor
Tangiers' Jacka takeover lapsed at close on 18 March 2014 because the minimum acceptance condition was not met. Acceptances were released, and Tangiers ceased to be a substantial Jacka holder. The merger planned since December 2013 has failed.
14 Mar 2014business combination▼ Bad
Jacka says Tangiers' bid looks set to close unsuccessfully on 18 March, with Tangiers holding 12.47% against a 90% condition. Tangiers has refused further loan drawdowns. Jacka has extended its A$1.7m loans and appointed advisers for a capital raising.
11 Mar 2014business combination▼ Bad
Tangiers formally notes its Jacka offers remain subject to unmet conditions, and it holds 10.87% of Jacka, far short of the 90% minimum. Offers still close 18 March 2014.
5 Mar 2014director officer appointment● Neutral
Jacka chairman Scott Spencer resigned and Bob Cassie, Jacka's managing director, becomes interim chairman. Jacka-side board change; no direct effect on Tangiers' own holdings.
11 Feb 2014business combination▼ Bad
Jacka clarifies that ending the bid agreement was meant to let it explore alternatives, not frustrate the offer, which stays open to 18 March. It says Tangiers has not disputed the A$300,000 break fee, and now advises shareholders to take no action.
10 Feb 2014business combination▼ BadMajor
Jacka says the Tangiers board resignations create uncertainty about the bid and about the A$2.5m loan facility (A$300,000 drawn; A$1.7m of Jacka loans due 13 March). Jacka will now seek alternative transactions. Text is truncated, so its recommendation is unclear.
10 Feb 2014material agreement termination▼ BadMajor
Jacka terminated the bid implementation agreement on 7 February, because the Galp farm-in conditions were not met by 1 February; only ONHYM approval is outstanding. Jacka seeks a $300,000 break fee. Tangiers calls the farm-in termination risk 'extremely low'. The offer remains open.
5 Feb 2014business combination▼ Bad
Tangiers says chair Eve Howell's and Max de Vietri's resignations change the planned board of the merged group; sole director Brent Villemarette is assessing candidates. The Jacka offer stays open and closes 18 March 2014 unless extended.
5 Feb 2014business combination● Neutral
Re-release of Jacka's target's statement recommending acceptance of the Tangiers offer unless a superior proposal emerges. Same document as lodged on 20 January; nothing new.
5 Feb 2014business combination● Neutral
Re-release of the dispatched bidder's statement for the Jacka takeover (0.468 Tangiers share per Jacka share, offers close 18 March 2014). Same document as lodged on 20 January; nothing new.
4 Feb 2014director officer appointment▼ BadMajor
Executive Chairman Eve Howell and non-executive director Max de Vietri resigned immediately, citing loss of support of several major shareholders. This removes the chair who led the Jacka deal and Africa strategy; replacements not yet named.
4 Feb 2014other● Neutral
Tangiers requested a voluntary trading suspension from 4 February 2014, pending an announcement about the appointment of two new directors, following the two board resignations.
4 Feb 2014business combination● Neutral
Notice that Tangiers has finished sending its bidder's statement and offers to Jacka shareholders and option holders. Procedural step for the takeover; no new terms.
20 Jan 2014business combination● Neutral
Tangiers lodges its bidder's statement for Jacka, offering 0.468 Tangiers shares (or options) per Jacka share (or listed option). Offer opens 4 February 2014 and closes 18 March unless extended.
20 Jan 2014business combination● Neutral
Jacka lodges its target's statement, with its directors unanimously recommending acceptance of the Tangiers offer unless a superior proposal emerges. Offer period runs 4 February to 18 March 2014.
13 Jan 2014regulatory community update▼ BadMajor
Government will grant no more extensions, so Bonaparte permits WA-442-P and NT/P81 are expected to be cancelled; NT/P83 was already cancelled in December. This ends all Tangiers' Australian acreage, leaving a stated Africa-only focus.
20 Dec 2013farm in farm out completion▲ GoodMajor
Morocco's energy and finance ministries approved the assignment of 50% of Tarfaya to Galp, which becomes operator; Tangiers keeps 25%. Galp must spend US$40.5m, including up to US$7.5m back costs to Tangiers. Completes the long-pending farm-out; TAO-1 targeted first half 2014.
20 Dec 2013other● Neutral
Jacka's chairman writes to shareholders backing the Tangiers offer, citing Jacka's funding needs after Hammamet West-3 cost overruns and the premium. Shareholders need take no action until the bidder's statement arrives. Target-side letter; no new terms.
5 Dec 2013investor presentation● Neutral
Presentation on the Jacka takeover repeating the announced terms: 0.468 shares per Jacka share, 90% minimum acceptance, and a A$2.5m loan facility to Jacka. Describes Australian permits as legacy, non-core assets. No new results.
5 Dec 2013other● Neutral
ASX reinstates Tangiers shares to quotation immediately after the Jacka takeover announcement, ending the suspension that began on 4 December. Administrative notice only.
5 Dec 2013business combination● NeutralMajor
Tangiers launches a recommended off-market takeover of Jacka Resources at 0.468 Tangiers shares per Jacka share, valuing Jacka at about A$0.112 a share (approx. A$37m). Tangiers holders would own about 53% of the combined company; Bob Cassie becomes Managing Director.
4 Dec 2013other● NeutralMajor
Tangiers requested a voluntary trading suspension from 4 December 2013, pending an announcement about a potential corporate transaction. No details given.
29 Nov 2013joint venture update▲ Good
Tarfaya update: the site survey vessel has reached Morocco and Galp is screening for a rig. The Joint Order assigning 50% to Galp has been signed by the Energy Minister, with the Finance Ministry signature expected shortly. Closer to completing the farm-out.
19 Nov 2013regulatory community update▼ Bad
Letter explains the CWH termination: 176 companies were approached and only CWH offered a significant A$35m against a work commitment over A$60m. The 3D seismic would cost about A$10m. Tangiers has asked for another extension and awaits a government reply.
10 Oct 2013capital raising announcement▲ GoodMajor
Foster Stockbroking has fully underwritten the 16c options expiring 31 October, securing about A$7.1m before fees (5% underwriting, 1% management, 2.5m options at 45c). With Galp proceeds, Tangiers expects about A$19m cash. Chairman discounts media reports of Moroccan approval delays.