TORONTO, Sept. 15, 2011 /CNW/ - Gladstone Pacific Nickel Limited
("GPNL") announces that on 14 September 2011, the Takeovers Panel in
Australia announced that it had declined to make a declaration of
unacceptable circumstances in response to an application dated 19
August 2011 by Robash Pty Ltd , a Shareholder of GPNL , in relation to
the affairs of GPNL.
Further details in relation to this decision are set out in the attached
Gladstone Pacific Nickel Limited is an Australian mining development
company presently undertaking an Integrated Definitive Feasibility
Study for the Gladstone Nickel Project. The Company's vision is to
build a major long-life nickel cobalt refinery at the deepwater Port of
Gladstone, in Central Queensland, Australia, treating abundant high
grade nickel laterite ores from New Caledonia and other south-west
Pacific islands, underpinned by beneficiated ores from its own
Marlborough deposits. The Project has the potential to be one of the
largest of its type in the world producing some 126,000 tpa nickel (8 -
10% of global nickel demand) and 10,400 tpa of cobalt metal from its
first two stages.
This news release includes certain statements that may be deemed
"forward-looking statements". All statements in this news release,
other than statements of historical facts, that address future
exploration drilling, exploration activities and events or developments
that the Company expects, are forward looking statements. Although the
Company believes the expectations expressed in such forward-looking
statements are based on reasonable assumptions, such statements are not
guarantees of future performance and actual results or developments may
differ materially from those in forward-looking statements. Factors
that could cause actual results to differ materially from those in
forward-looking statements include metal prices, exploration success,
continued availability of capital and financing, and general economic,
market or business conditions.
Wednesday, 14 September 2011
Gladstone Pacific Nickel Limited 02 - Panel
Declines to Make a Declaration of Unacceptable Circumstances
The Panel has declined to make a declaration of unacceptable
circumstances in response to an application dated 19 August 2011 by
Robash Pty Ltd, a shareholder of Gladstone Pacific Nickel Limited, in
relation to the affairs of Gladstone (TP11/59).
The application related to a prospectus lodged by Gladstone with ASIC on
12 August 2011 in relation to a proposed 11 for 1 non-renounceable
rights issue at $0.08 per share. Companies owned and controlled by Mr
Clive Palmer currently own 56.4% of Gladstone (Palmer Companies). The
applicant submitted, among other things, that the rights issue
constituted unacceptable circumstances because:
the offer ratio is punitive and there has been no attempt to mitigate
the effect of the offer on shareholders who do not participate in the
shareholders have not been adequately informed of the identity of
persons who propose to acquire a substantial interest in Gladstone
shareholders, other than Palmer Companies, are unlikely to have an equal
opportunity to participate in the rights issue due to its ratio and
an inappropriate procedure is being followed as a preliminary to
compulsory acquisition of voting shares in Gladstone.
The Panel considered that Gladstone had not taken all reasonable steps
to minimise the potential control effect of the rights issue and that
the prospectus did not adequately disclose, among other things, the
potential effect on control if no shareholders took up their rights
(other than the Palmer Companies) and the intentions of the Palmer
Companies as regards exercising their voting rights and should they
become entitled to proceed to compulsory acquisition.
The Panel was minded to make a declaration of unacceptable circumstances
in relation to the affairs of Gladstone and was minded to make orders
that the rights issue not proceed unless the resulting acquisition by
the Palmer Companies was approved by shareholders (other than the
However, on 9 September 2011, Gladstone announced on its website that it
had withdrawn the prospectus. Subsequently, Gladstone requested and
consented that ASIC issue a stop order in respect of the prospectus.
The Panel decided that Gladstone's withdrawal of the prospectus had
removed the ground on which it was previously minded to declare that
the rights issue was likely to lead to unacceptable circumstances in
relation to the affairs of Gladstone. Accordingly, the Panel declined
to make a declaration of unacceptable circumstances in relation to the
affairs of Gladstone.
The Panel did not consider it against the public interest to decline to
make a declaration of unacceptable circumstances.
The sitting Panel was Garry Besson, Peter Hay (sitting President) and
The Panel will publish its reasons for the decision in due course on its
Director, Takeovers Panel
Level 10, 63 Exhibition Street
Melbourne VIC 3000
Ph: +61 3 9655 3597
SOURCE Gladstone Pacific Nickel Ltd.
For further information:
Blair Brewster - Gladstone Pacific Nickel Ltd Tel:+61(0)7 3231 7100