PERTH (miningweekly.com) – Unlisted takeover target Bullseye Mining has informed suitor Emerald Resources of an intended off-market takeover offer from Au Xingao Investment.

Emerald last year launched a takeover offer for Bullseye, offering to receive 1 new Emerald share for every 3.43 Bullseye shares held. The offer values Bullseye at A$117-million, or A$0.30 a share, based on Emerald’s 30-day volume weighted average share price of A$1.03 a share on November 26.

Bullseye has advised Emerald that the Xingao proposal was “highly conditional” and did not constitute an offer which was capable of acceptance by Bullseye shareholders. As such, the recommendation remains that Bullseye shareholders accept the Emerald offer.

Meanwhile, the Takeovers Panel has made a declaration of unacceptable circumstances in relation to the takeover offer, following an application from Hongkong Xinhe International Investment Company. That company claimed that both the bidder and target’s statements were deficient, and prevented Bullseye shareholders from making a properly informed decision in relation to the offer, while also calling into question Emerald’s pre-bid acquisition, as well as its acquisition of Bullseye director interest in the takeover target.

The Panel has found that there were material information deficiencies in Bullseye’s target statement, and that there had been a limiting effect on a competing proposal to be made for Bullseye.

The Panel has made orders that Bullseye should issue a supplementary disclosure, and that Emerald should extend its bid and offer Bullseye shareholders withdrawal rights, while also requiring Emerald to issue a supplementary bidder’s statement regarding the withdrawal rights.

The Panel would also require the acceptance of Bullseye directors to be cancelled if a superior offer is made.

Emerald on Monday said that it would comply with the orders.

“We respect the Takeover Panel determination and are pleased we now have a process we can work through to achieve our goal of creating an expanded gold exploration development and production company, with a diversified portfolio of highly prospective gold project areas which provides an attractive investment proposition for existing and new shareholders of the company,” said Emerald MD Morgan Hart.

“Emerald’s offer remains open for acceptance and we look forward to Bullseye shareholders joining us and participating in the growth of Bullseye’s highly prospective gold exploration tenements alongside our own advanced exploration opportunities in Cambodia, to create further value for our shareholders.

“We take significant pride in our highly credentialed gold project development team who have delivered an operating Okvaue gold mine on time and on budget, generating substantial cashflows, creating new industry for Cambodia and bringing opportunities and benefits for the people of Cambodia.”

Emerald currently holds a 55.587% interest in Bullseye, with its offer expected to close on February 11.