Each one in plain English, with the numbers worked through for a shareholder.
24 Jan 2023business combination▲ GoodMajor
MinRes raised its offer to one share per 1,300 Norwest shares (7.41 cents implied, $497 million) and made it unconditional. Directors now unanimously recommend acceptance absent a superior offer, reversing their earlier reject advice. Offer closes 20 February 2023.
MinRes's release of the same 24 January announcement: improved ratio of 1 MinRes share per 1,300 Norwest shares, unconditional, faster payment, close extended to 20 February 2023. Duplicate of Norwest's own announcement.
Operator Energy Resources contracted Ensign Rig 970 for Lockyer-2 and North Erregulla Deep-1, drilled back-to-back. This resolves the open rig-contract question; Lockyer-2 spud is targeted for late March 2023, later than the earlier December 2022 target.
MinRes rebuts Norwest's Target's Statement and urges acceptance. It says the offer implies $431 million equity value, a 43% premium to the 15 December price, and notes Norwest's $20.5 million cash at 31 December 2022. Promotional; no new terms.
MinRes lodged a first supplementary bidder's statement. It discloses a 19.17% stake (about 234 million shares) in Warrego Energy, which MinRes calls strategic with no bid intended, and repeats its call to accept. No change to the Norwest offer terms.
Norwest's Target's Statement unanimously recommends shareholders REJECT MinRes's scrip offer and do nothing. This is the board's formal response promised earlier. The visible text gives no valuation reasoning; the rest is truncated.
MinRes notified that it finished despatching its Bidder's Statement to Norwest shareholders. The attached statement says the offer closes at 7pm Sydney time on 6 February 2023 unless extended or withdrawn.
MinRes's takeover offer for Norwest opened for acceptance, closing 6 February 2023 unless extended. On MinRes's 30 December price the offer is worth $0.056 per Norwest share, below the $0.06 originally implied. MinRes says it would consolidate 100% of the Lockyer assets.
Norwest's directors repeated advice to take no action on the unsolicited MinRes bid, with a recommendation due in a Target's Statement in early-to-mid January 2023. The MD says the bid comes just before a major drilling and seismic campaign, and that the board will maximise shareholder value.
MinRes presentation supporting its takeover offer for Norwest (one MinRes share per 1,367 Norwest shares, implied $0.06, about $403 million). It covers MinRes's track record and gas program, including a planned FY25 production target for Lockyer. Promotional; repeats the offer terms.
MinRes lodged its formal Bidder's Statement for the takeover of Norwest, with a 19 December 2022 record date to determine who receives the offer. Formalises the 16 December scrip offer terms; no new terms in the visible text.
Mineral Resources, Norwest's 19.9% holder and Lockyer partner, announced an off-market scrip takeover bid: one MinRes share per 1,367 Norwest shares, implying $0.06 per share and about $403 million. The bid is a 33% premium to the 15 December close, with no minimum acceptance condition.
Norwest's board acknowledged the MinRes bid and told shareholders to take no action until it provides further advice. It has retained Euroz Hartleys and Corrs Chambers Westgarth as advisers. No recommendation yet.
Operator Energy Resources began acquiring the 385 km2 Rococo 3D seismic survey over the Lockyer structure, expected to take about three months, with final data in early Q4 2023. Lockyer-2 and North Erregulla Deep-1 drilling still awaits a rig contract and final approvals.
Norwest adopted a new constitution, approved by special resolution at the 22 November 2022 AGM. The text includes a minimum shareholding section. Filed as required by the listing rules; the announcement does not describe any specific change.
AGM presentation repeats known Lockyer Deep points: 190 MMscf/d open flow, 102 km2 potential, and two back-to-back appraisal wells targeted before year-end. Adds a 21 Nov share price of A$0.046 (A$309M market cap) and a stated recovery factor of 75-85%. Little new.
September quarter report: cash $21 million, described as fully funded for appraisal. Land access and environmental approvals are secured for Lockyer-2 and North Erregulla Deep-1, with drilling targeted from December 2022 subject to a rig contract. Rococo 3D seismic also targeted for December; Lead E (74 km2) needs more study.
Appendix 4G corporate governance checklist for the year ended 30 June 2022, pointing to the governance statement in the annual report. Administrative with no new information.
2022 Annual Report. The Chairman says the company is funded for up to four appraisal wells plus 3D seismic, the Lockyer discovery may exceed 100 km2, and the operator targets first production in 2024. Mostly restates known developments.
Final Ringneck 2D data show Lead E, a faulted high of about 74 km2 between the gas kitchen and Lockyer Deep-1. Drilling needs more study, Rococo 3D data and joint venture agreement. Lockyer structure area is revised to about 102 km2 from 100 km2.
Statutory accounts for year to 30 June 2022 lodged, with loss per share of 0.034 cents against 0.01 cents the year before. Directors and auditor are unchanged. Largely a formal filing of known results.
Norwest will earn 20% of Pilbara Clean Fuels, developing a Port Hedland electrified LNG plant (0.5 MTpa initial), by funding a $300,000 six-month study. It gains an option to use plant capacity by tolling, a possible market for its Lockyer gas. No further funding obligation.
The small-parcel sale facility closed: 3,124,189 shares from 609 shareholders were sold. 139 holders opted to keep their shares. Closes the 15 July announcement.
Rothsay Auditing resigned with ASIC consent; Rothsay Audit & Assurance Pty Ltd was appointed auditor from 20 July 2022. Appears to be a change of entity name or structure rather than a new firm (inference). Reappointment to be proposed at the AGM.
June quarter report repeats the Lockyer Deep update: 190 MMscf/d open flow and resource area up from 92 to 100 km2. It says the placement and share purchase plan raised $18.3M, fully funding appraisal. Two-well drilling from Q4 2022, Rococo 3D in December.
Webinar slides repeat Lockyer Deep-1 results (117 MMscfd, 20% interest, Mineral Resources 80%). They show A$0.041 share price, 6.7B shares, about A$23M cash at end June and no debt. Mineral Resources holds 19.9%. Little new.
Norwest set up a sale facility for holdings under A$500 (fewer than 11,904 shares at A$0.042), with no brokerage for sellers. Holders must opt out by 29 August 2022 or their shares are sold. Administrative; it aims to cut register costs.