Each one in plain English, with the numbers worked through for a shareholder.
3 July 2019contract award▲ GoodMajor
Golding (NRW) agrees to add a third truck and excavator fleet at Isaac Plains East from August 2019, adding about A$450m to the contract, now roughly A$950m at current production. Extends the A$500m Golding contract noted earlier; early termination is available after 3 years.
3 July 2019asset acquisition disposition● NeutralMajor
Stanmore will buy a 600-tonne excavator for Isaac Plains East (about A$13m total, funded by a 5-year Caterpillar Financial loan) and has deferred the Isaac Plains Underground, despite a positive feasibility study, to prioritise higher-margin Isaac Downs. Reverses the expected FY19 underground decision.
Stanmore extends its Taurus facilities to 30 June 2022 (previously 15 November 2019) and cuts the drawn interest rate to 8.0% from 10.0%. Total Taurus facilities fall to US$40m, and a new A$20m Liberty bonding facility at 4.7% is added, saving about A$580k a year.
Investor presentation at the Wilsons conference on 30 May 2019, repeating the known Isaac Plains story. Quotes share price of $1.46 and market cap of $374m at 28 May, up from $0.96 in early February. No new information visible.
Darren Yeates joins as independent non-executive director, with over 30 years in mining including as CEO of GVK Hancock Coal and 22 years at Rio Tinto. This begins filling the board vacancies left by earlier departures.
Record March quarter: saleable coal 691kt and sales 740kt. Net cash rose to $58.4m from $9.6m and the working capital facility was repaid. FY19 production guidance lifted to 2.3Mt (from 2.15Mt); EBITDA guidance held at $140-155m. Isaac Downs EIS approved to proceed 5 April.
S&P Dow Jones index rebalance notice lists Stanmore Coal as an addition to the All Ordinaries index from 18 March 2019. This is an index change, not a company announcement, and no business event.
Stanmore clarifies it has limited exposure to reported Chinese import restrictions at Dalian port. Most sales, and all long-term contracted sales, go to Japan and Korea, with China only via spot sales. It will keep monitoring for any impact.
Half-year accounts to 31 December 2018 show net profit of $21.278m (prior $8.036m) on revenue of $148.3m. Interim fully franked 3c dividend is payable 30 April 2019. Golden Investments held 25.47% when its offer expired.
Half-year profit after tax of $21.278m, up from $8.036m, on revenue of $148.3m (up 79%). FY19 guidance of 2.15Mt and EBITDA $140-155m is maintained. Isaac Downs maiden coal reserves were declared 21 December 2018; the underground investment decision is still expected in FY19.
Business update roadshow slides for 6-8 February 2019, restating the Isaac Plains Complex story. Quotes a share price of $0.96 and market cap of $243m at 4 February. Marketable reserves are 37Mt and total resources 1.7bn tonnes. No new announcements are visible in the extract.
Required shareholder distribution schedule and top 20 holders as at 31 January 2019, issued because Golden Investments is not proceeding to compulsory acquisition. Total 252.8m shares; top 20 hold 80.07%. Golden Investments is listed with 5.53% in its own name, after offer acceptances were paid.
The Golden Investments $0.95 offer has expired with the bidder holding 25.47% of Stanmore, including the 19.9% bought from Greatgroup. Stanmore stays listed and independent. Board confirms a 3c interim dividend and a buy-back of up to 10% of shares.
Fifth Supplementary Target's Statement includes a chairman's letter calling the unconditional $0.95 offer unsolicited and inadequate. The board reiterates its unanimous recommendation to reject by taking no action; the offer closes 22 January 2019.
Golden Investments' fifth supplementary bidder's statement criticises Stanmore's newly announced interim dividend and buy-back, made days before the $0.95 offer closes on 22 January 2019. It questions the timing and suggests limited confidence in the share price once offer support ends. This is the bidder's view.
Golden Investments retracts the Grant Thornton statements that quantified how BDO's value would change, after ASIC raised concerns. Shareholders are told to disregard them. The $0.95 offer stays best and final, with no increase or extension absent a competing proposal.
Golden Investments declares its $0.95 offer unconditional and 'best and final': no increase or extension without a competing proposal, closing 22 January 2019. It attaches a Grant Thornton review criticising BDO's expert report. Accepting holders are to be paid by 5 February.
Fourth Supplementary Target's Statement carries a guidance upgrade: FY19 saleable production raised to 2.15Mt from 2.0Mt, and underlying EBITDA to $140-155m from $130-150m. Directors still unanimously recommend rejecting the $0.95 offer.
Duplicate lodgement of the Fourth Supplementary Target's Statement. Same content: FY19 production guidance raised to 2.15Mt from 2.0Mt, EBITDA guidance $140-155m, and the directors' unanimous recommendation to reject the $0.95 offer is unchanged.
Golden Investments extends its $0.95 offer from 3 January to 22 January 2019 and confirms the FIRB condition is satisfied. GEAR has signed the $150m Credit Suisse facility agreement to fund part of the price. The bidder urges shareholders to accept.
Formal notice extends Golden Investments' $0.95 offer to 7pm on 22 January 2019, with the conditions status notice due 15 January. Only the FIRB condition is fulfilled; the other conditions, including the 50% minimum, are not yet met.
The dragline has walked from Isaac Plains to Isaac Plains East and was operating there from 23 December 2018, on schedule. This completes the move flagged for the December quarter; the company says lower strip ratio should cut unit costs and support a strong second half of FY19.
Re-lodgement of the Second Supplementary Target's Statement with the same content: ASIC-requested extra disclosure from BDO, no change to its valuation or 'not fair and not reasonable' view of the $0.95 offer, and directors still recommend rejection.
Second Supplementary Target's Statement adds extra disclosure from independent expert BDO, requested by ASIC. BDO's value estimate and its 'not fair and not reasonable' conclusion on the $0.95 Golden Investments offer are unchanged; directors still unanimously recommend rejecting.
Golden Investments gives notice that the FIRB (foreign investment approval) condition of its $0.95 bid has been fulfilled. This removes one hurdle; the 50% minimum acceptance and other conditions remain, and the board still recommends rejection.
Stanmore confirms it dispatched the Target's Statement and expert's report to shareholders on 17 December 2018, as required. Administrative; the content was already released on 12 December.
Golden Investments' first supplementary statement appoints CLSA as Australian adviser and updates funding. Maximum cost falls to $196.8m after DRP shares; GEAR plans to fund $70m from its A$150m facility and $9m from cash, and Ascend from investor commitments. Price unchanged.
Independent expert BDO values a controlling interest in Stanmore at $1.48-$1.90 per share and concludes the $0.95 offer is not fair and not reasonable. Directors unanimously recommend rejection, citing the $130-150m FY19 EBITDA outlook.
Target's Statement: directors unanimously recommend rejecting the $0.95 offer as significantly undervaluing the shares. It includes an independent expert's report; shareholders reject by doing nothing.
Chris McAuliffe, nominee of largest shareholder Greatgroup (Sprint), resigns as director after six years. Greatgroup's sale of 19.9% of Stanmore to GEAR completed 5 December 2018. Board still advises rejecting the takeover offer.