SPR (ASX) Ann: Transformational Combination of Ramelius &amp; Spartan

Originally posted by DANNY2503: ↑

I notice all the RMS holders are hitting the SPR pages to tell us how lucky us poor SPR holders to have the opportunity to own RMS shares.

Im not buying It, and neither are quite a few other SPR holders. I will definitely be voting NO, and its not a done deal, there is still a chance of a better offer from RMS as well as from another larger player, so definitely vote NO, if you want half a chance of getting a little bit more value out of your SPR shares.

@Joelstar I understand your point mate, and agree on many aspects of it, but IMHO we are throwing the baby out with the bathwater on this one. So much value will be lost as an SPR shareholder, and so much will be gained as an RMS holder, no RMS holders from what I have seen are upset about the deal and in all honesty neither would I be if I was an RMS holder.

I would have at least waited another couple of weeks if I was SL, just to see what would have happened to the RMS SP after the last announcement as I believe that would have made a difference also to the offer.

Now I haven't had much time to look at in more depth yet, but the .25 cash component is not going to have a CGT benefit attached to it from what I know (I could be wrong, my accountant does all this for me).
They say 500k oz in FY30, (FY27/28 and then 31 IS WORSE THAN THE BELOW EXAMPLE) And I think the cost for FY30 was up around $2400 (FY31 $3000) Per oz. Now think about that for a ,minute and compare what the costs v production if they were separate entities.........

So FY 30
SPR producing 250kpa @ $1500 an oz ASIC = $375M cost.
RMS producing 257kpa @ $2400 an oz AISC = 617M cost.

Ill use $4500 as POG
SPR profit $3000 oz = 750M
RMS profit $1900 oz = 488M

FY31
SPR SAME AS ABOVE
RMS 207k ozpa @$3084 oz AISC = $638M cost
RMS profit $1416 oz = $293m

So just in the 30/31 FY SPR pre tax will MAKE $1.5B, were RMS will only make $781, so someone tell me where the real $$$$$$ benefit to SPR holders is in the next 5 years is???? With, for memory tax credits of around $350m.

And 2027 and 2028 worse again.................if you are an RMS holder.

If I had to do the same sums for 2027 and 2028, you would see that SPR's cashflow would dwarf RMS's over the next 5 years.

Correct me if I'm wrong, but I think every SPR shareholder should be voting against it including our BOD who have left me a little confused with their recomendation.
As I've always said RMS need us, we do need RMS. this is an absolute bonus to RMS holders and I will be definitely voting NO.

This is a bad deal, no matter which way you look at it. SPR would have been the next EVN on their own IMHO.

GLTAH
DYOR

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From my Chat GPT accoutant it seems the cash component will be treated as capital gains - with an proportionate cost base ...and cost base of the RMS shares you continue to hold reduced accordingly ....at least that's my read of the AI response below:

In a scheme of arrangement takeover with a cash and scrip component, where the shareholder receives scrip-for-scrip rollover relief on the share portion, the cash component is generally taxed as follows under Australian tax law:1. Capital Gains Tax (CGT) Treatment of the Cash ComponentThe cash portion of the consideration is generally treated as a capital proceeds for the disposal of the original shares.Since scrip-for-scrip rollover relief only applies to the share portion, the cash portion remains subject to CGT.If the cash component exceeds the cost base of the original shares, a capital gain arises on that amount.2. Partial CGT Event and Cost Base ApportionmentIf a portion of the shares is replaced with scrip, the cost base of the original shares must be apportioned between:The new shares received (which get rollover relief), andThe cash consideration (which triggers an immediate CGT event).The capital gain on the cash portion is calculated as:Capital Gain=Cash Received−Apportioned Cost Base\text{Capital Gain} = \text{Cash Received} - \text{Apportioned Cost Base}Capital Gain=Cash Received−Apportioned Cost BaseIf the original shares were held for more than 12 months, the CGT discount (50% for individuals and trusts) may apply.