Cobalt 27, Pala increase cash consideration by $30M
2019-10-01 13:23 ET - News Release
Mr. Philip Williams reports
PALA INVESTMENTS AND COBALT 27 ANNOUNCE SIGNIFICANT IMPROVEMENTS TO ARRANGEMENT TRANSACTION AND NEW SHAREHOLDERS MEETING DATE OF OCTOBER 11, 2019
Cobalt 27 Capital Corp. and Pala Investments Ltd. have today entered into an amendment to their previously announced arrangement agreement which provides for the acquisition by Pala of 100 per cent of Cobalt 27's issued and outstanding common shares, other than the approximately 19 per cent that Pala already owns.
The New Arrangement Agreement
Following extensive consultations with shareholders of the Company, Pala and Cobalt 27 have agreed to the following significant improvements in the New Arrangement Agreement:
- Increased cash consideration to $4.00 per share from $3.57 per share, representing an additional $30 million of cash consideration to Cobalt 27 shareholders;
- A reduction in the cash change of control payments for management under their existing entitlements by US$7.13 million, representing a decrease of 46%; the balance of the entitlements will instead be satisfied in 4,817,345 shares of Nickel 28 Capital Corp. ("Nickel 28") calculated based on the implied value per share of Nickel 28 of C$1.92 per share as described below;
- A 50% reduction in the termination fee payable to Pala in the event of a "Superior Proposal", from C$15.5 million to C$7.75 million; and
- Pala's interest in Nickel 28 to increase from 4.9% to 9.9%, demonstrating confidence in the ongoing prospects of Nickel 28.
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