30 Dec 2019business combination● Neutral
Fitzroy's formal status notice: minimum acceptance met, market fall and prescribed occurrences conditions waived, voting power in Royalco 94.99%. Offer closes 13 January 2020.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
20 Dec 2019business combination▲ Good
Fitzroy declared its Royalco offer unconditional, free of all defeating conditions, with voting power about 93.91%. The offer still closes 13 January 2020.
20 Dec 2019business combination● Neutral
Royalco notes the offer is unconditional and Fitzroy holds over 90%. It urges remaining holders to accept by 13 January; non-accepting holders will be compulsorily acquired and paid later.
20 Dec 2019business combination▲ GoodMajor
Acceptances lifted Fitzroy's relevant interest in Royalco to about 93.91%, meeting the 90% minimum acceptance condition. The offer is final and closes 13 January 2020.
19 Dec 2019business combination● Neutral
High Peak Royalties, Royalco's holder of about 10.68%, accepted Fitzroy's 24 cent offer for $1,312,908 cash, roughly $240k above its cost. This is the earlier-noted High Peak stake going to Fitzroy.
16 Dec 2019business combination● Neutral
Royalco confirms it has finished sending its target's statement, released 12 December, on Fitzroy's offer. Administrative only.
12 Dec 2019business combination▲ GoodMajor
Royalco's independent committee recommends shareholders accept Fitzroy's 24 cent offer, in the absence of a superior proposal. The target's statement includes the independent expert's report.
5 Dec 2019business combination● Neutral
Royalco notes the bidder's statement was sent and again tells shareholders to take no action. It has appointed BDO Corporate Finance as independent expert to judge whether the offer is fair and reasonable.
5 Dec 2019business combination● Neutral
Bidder's statement sent to Royalco shareholders; the offer opened 5 December and is scheduled to close 13 January 2020 unless extended or withdrawn. Terms unchanged at 24 cents cash per share.
21 Nov 2019business combination● Neutral
Fitzroy lodged its bidder's statement with ASIC for the 24 cents a share cash offer for Royalco. Offer dates were still blank. Formal step in the takeover announced on 14 November.
14 Nov 2019business combination● NeutralMajor
Fitzroy announced an off-market takeover for the rest of Royalco at 24 cents cash a share, valuing 100% at about $12.65M (about $6.61M for the shares it doesn't own). Fitzroy already holds 47.76%. Conditions include 90% acceptance. This replaces the earlier Weeks sale plan.
14 Nov 2019business combination● Neutral
Royalco's board formed an independent committee of David Croll, its only director not also on Fitzroy's board, to assess the 24 cent offer. Shareholders are told to take no action for now; an independent expert will report.
13 Nov 2019other● Neutral
ASX paused trading in Fitzroy shares pending a further announcement. No reason is given in the text; the takeover offer for Royalco followed the next day.
11 Oct 2019other● Neutral
Appendix 4G governance disclosure form for the year to 30 June 2019, pointing to the corporate governance statement. Administrative; no substance for shareholders.
11 Oct 2019annual report● Neutral
FY19 annual report: revenue rose 62% to $390k on higher Ungani royalties; total comprehensive loss $1.119m (FY18: $4.113m income) on a small fall in the Byron Energy holding. Cash $1.251m (about 13.7 cents per share). Repeats the Spark and buy-back figures already known.
11 Oct 2019other● Neutral
Annual corporate governance statement approved 8 October 2019. It again notes three directors and no executives or management. Compliance document with no new information.
25 Sept 2019annual report▼ Bad
FY19 loss of $432,000 against a $479,000 profit in FY18. Fitzroy paid US$500,000 (A$964,666) for a 1.43% stake in unlisted Spark Exploration and bought back 1,896,011 shares for $356,143. The buy-back ended 28 August 2019.
29 July 2019admin correction● Neutral
ASIC form recording cancellation of 103,447 bought-back shares at $0.18, leaving 86,451,401 shares on issue. Administrative only.
1 July 2019admin correction● Neutral
ASIC form recording cancellation of 89,800 bought-back shares at $0.18, leaving 86,554,848 shares on issue. Administrative only.
11 June 2019admin correction● Neutral
ASIC form recording cancellation of 520,111 bought-back shares at $0.18, leaving 86,644,648 shares on issue. Administrative only.
8 May 2019admin correction● Neutral
ASIC form recording cancellation of 46,100 bought-back shares at $0.19, leaving 87,164,759 shares on issue. Administrative only.
9 Apr 2019asset acquisition disposition● NeutralMajor
Royalco, 47.76% owned by Fitzroy, agreed to sell its 1% Weeks Royalty interest to Royal Energy for $5.8M cash, below Fitzroy's earlier $6.6M bid. It needs buyer funding and Royalco shareholder approval; Fitzroy intends to vote in favour absent a superior proposal.
4 Apr 2019admin correction● Neutral
ASIC form recording cancellation of 247,228 bought-back shares at $0.19, leaving 87,210,859 shares on issue. Administrative only.
8 Mar 2019half year report● Neutral
Only Deloitte's independence declaration and review report for the half-year to 31 December 2018 are included; the review found nothing to suggest the accounts are non-compliant. No financial figures appear in this text.
8 Feb 2019admin correction● Neutral
ASIC form recording cancellation of 285,110 bought-back shares at $0.18, leaving 87,458,087 shares on issue. Administrative only.
2 Jan 2019admin correction● Neutral
ASIC form recording cancellation of 136,263 bought-back shares at $0.18, leaving 87,743,197 shares on issue. Administrative only.
29 Nov 2018admin correction● Neutral
ASIC form recording cancellation of 20,846 bought-back shares at $0.18, leaving 87,879,460 shares on issue. Administrative only.
6 Nov 2018admin correction● Neutral
ASIC form recording cancellation of 550,553 bought-back shares, leaving 87,900,306 shares on issue. Administrative only.
16 Oct 2018other● Neutral
Appendix 4G governance disclosure form for the year to 30 June 2018, pointing to the corporate governance statement. Administrative; no substance for shareholders.
16 Oct 2018other● Neutral
Annual corporate governance statement approved 9 October 2018. It again notes three directors and no executives or management. Compliance document with no new information.