Minter Ellison advised on takeover offer by Shandong Energy Group Co. Ltd for Rocklands Richfield

June, 2012 - Sydney, New South Wales

Minter Ellison advised ASX-listed coal explorer Rocklands Richfield Limited, which has signed a Bid Implementation Agreement with Linyi Mining Group Co. Ltd, a subsidiary of Chinese State-owned Shandong Energy Group Co.

Under the agreement, Linyi will make an off-market cash takeover offer for all the issued shares in Rocklands Richfield. The offer price of A$0.52 per share values the company at approximately A$206 million.

Our corporate advisory team was led by partners Matthew Hibbins and Alberto Colla, assisted by special counsel Sudharshan Senathirajah.

Coal explorer Rocklands Richfield controls a series of high grade coking coal deposits in the Bowen Basin of Queensland. The company's three projects – Hillalong, Richfield and Rocklands, comprise a mix from proven coal reserves, through to measured and inferred resources and a large area of high potential exploration targets.

Shandong Energy Group, established in 2011, is an amalgamation of Shandong-based coal mining companies Xinwen Mining Group Co., Ltd, Zaozhuang Mining (Group) Co., Ltd, Zibo Mining Group Co., Ltd, Feicheng Mining Co., Ltd, Linyi Mining Co., Ltd and Longkou Mining Co., Ltd. The Chinese State-owned group, with annual coal output of 83 million tonnes, has become one of the top five coal enterprises in China.

Commenting on the transaction, partner Matthew Hibbins said: "After receiving a number of indicative, non-binding proposals over the past three years and a hostile bid last year at half the price of Linyi's offer, we're delighted to have assisted Rocklands Richfield Limited in developing Shandong Energy's proposal to the point of a formal offer that's recommended by the majority of the Rocklands Richfield board."

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