20 August 2009MINERAL RESOURCES LIMITED TO MAKE TAKEOVER BID FOR...

20 August 2009
MINERAL RESOURCES LIMITED TO MAKE TAKEOVER BID FOR POLARIS METALS NL

The Directors of Polaris Metals NL (“Polaris”) (ASX : POL) are pleased to announce the proposed acquisition of all the shares and options in the company by Mineral Resources Limited (“Mineral Resources”) (ASX : MIN) by means of a recommended off-market takeover bid (the “Offer”).
Under the Offer, Polaris shareholders will receive one Mineral Resources share for every 12.5 Polaris shares held1. Outstanding Polaris options will be exchanged for options in Mineral Resources on comparable terms, taking into account the exchange ratio under the Offer.
Mineral Resources is a mining services and mineral processing company with operations in contract crushing, general mine services, infrastructure provision and recovery of base metal concentrate for export sales, including a Woodie Woodie manganese fines operation.
The Offer represents the culmination of a comprehensive process undertaken by the Board of Polaris with the assistance of its advisers to identify the optimal route for the development of its Yilgarn Iron Ore Project (“YIOP”) and other projects in the Yilgarn and Pilbara. In the view of the Directors, the Offer provides the stand-out alternative from a range of proposals put forward by Australian and international organisations, allowing Polaris shareholders to continue to benefit from the development of its projects while becoming part of a larger, more diverse and financially sound company.
Based on the closing prices of Polaris and Mineral Resources shares on Friday 14 August 20092 (being the last trading day before Polaris entered a trading halt – “Last Trading Date”), the Offer is valued at $0.38 per Polaris share, representing:
•
a 26% premium to $0.30, the closing price of Polaris Shares on the Last Trading Date;
•
a 42% premium to $0.27, the volume weighted average price (VWAP) of Polaris Shares for one month up to and including the Last Trading Date; and
•
a 53% premium to $0.25, the VWAP of Polaris Shares for three months up to and including the Last Trading Date.
1 The entitlement to receive Mineral Resources shares is subject to usual provisions in respect of foreign securities laws. In accordance with usual practice, Mineral Resources shares to which Polaris shareholders resident in ineligible foreign jurisdictions would otherwise be entitled will be issued to a nominee for sale.
2 The closing price on ASX of Polaris shares and Mineral Resources shares on 14 August 2009 was $0.30 and $4.71 respectively.