JOHANNESBURG (miningweekly.com) – ASX-listed Ramelius Resources on Tuesday declared its A$93-million all share take over offer for Western Australian Dioro Exploration, unconditional.

This excluded the conditions of regulatory approval that would allow Ramelius to seek approval from the Foreign Investment Board.

The decision, made at a meeting of the Ramelius board, sets aside the previous key condition requiring a 50,1% minimum acceptance announced when the bid was launched on July 30.

As at close of trade on Tuesday, the proposed merger valued Dioro at about A$93,4-million or A$1,02 a share, whereas the unsolicited offer from Avoca Resources valued Dioro at about $68,5-million, or $0,75 a share, Ramelius said in a statement.

Ramelius noted that on that basis, its offer represented a 36% premium to the unsolicited Avoca offer, as well as a 30% premium to the last traded Dioro share price. The offer further represented a 158% premium to the last traded price before Avoca announced its unsolicited takeover in April.

Ramelius’ decision to drop the 50,1% minimum acceptance condition followed an announcement by rival Dioro bidder, Avoca, to declare final its offer for Dioro, with that bid given a final extension to August 19.

“Dioro shareholders now have clear certainty about the intentions of both bids – with our offer remaining far superior to the now closed-off Avoca package,” Ramelius chairperson Robert Kennedy said.

“By going unconditional on all but the Foreign Investment Review Board condition, Ramelius now presents Dioro shareholders with an uncluttered pathway to holding a 45% interest in a merged gold entity that offers the tantalising prospect of synergising two brand new, close proximity underground gold mines with considerable long life potential from further resource definition and exploration.”

Ramelius CEO Ian Gordon said that a merged Ramelius-Dioro could be a new force in Australian gold mining with high-grade assets, strong margins, proven production track record and “huge potential” for further exploration upside.

“Our proposed entity would be strongly capitalised to fund ongoing development and exploration,” Gordon said.

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