Business
Sale of shares in Predictive Discovery Limited
Sale of shares in Predictive Discovery Limited.
About this update from Capital Limited
[{"type":"text","content":"\n\n\n\n\nFOR IMMEDIATE RELEASE\n14 August 2024\n \nNOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION\n \nCapital Limited\n(\"Capital\" or the \"Company\")\n \nSale of shares in Predictive Discovery Limited\nCapital (LSE: CAPD), a leading mining services company, is pleased to announce the sale of its entire shareholding in Predictive Discovery Limited (\"PDI\") (being 225,349,418 shares (\"Sale Shares\")) to Perseus Mining Limited (\"Perseus\") for total cash consideration of A$47,323,378 (A$0.21 per Sale Share)(the \"Sale\"), equivalent to approximately US$31.2 million today.\nThe agreement with Perseus includes a profit share arrangement whereby Capital and Perseus have agreed to share (on a 50/50 basis) the profit, if any, derived by Perseus from a subsequent sale by Perseus of the Sale Shares to any third party that occurs on or prior to 31 December 2025. \n\nIn addition, the agreement states that should Perseus make a takeover offer for PDI's shares (\"Takeover Offer\") or propose a scheme of arrangement in relation to PDI's shares (\"Scheme\") on or prior to 31 December 2025 at a price of greater than A$0.21 per ordinary share in PDI (or equivalent value if scrip is offered) (the \"Premium\"), then Capital will, subject to certain conditions being satisfied prior to that end date, (1) in the case of a Takeover Offer, have a call option to acquire back from Perseus the Sale Shares for the original sale price, subject to Capital's commitment to accept that Takeover Offer from Perseus in respect of such Sale Shares, or (2) in the case of a Scheme, have a call option to acquire back from Perseus those Sale Shares (which would be acquired by Perseus under the scheme) or Perseus may elect to cancel the call option by paying a cash fee to Capital equal to any Premium.\n \nFurther details of the agreement effecting the Sale are set out in the Appendix to this announcement.\n \nCapital notes that Perseus has advised Capital that, as part of its acquisition of the Sale Shares, it is not currently in discussions with PDI and, subject to there being no actual or proposed material change in the shareholding of PDI (including a change of control proposal) or the...