This is an excellent point.
The terms of the deal were changed substantially in April whereby GMD changed the terms from a takeover from the company to just acquiring Gwalia.
SBM directors should have reopened the sale process at this point as there was clearly a material change in the transaction.
SBM shareholders should sue the directors for failing to act in the best interests of the shareholders at this point by not reopening the sale process.
SLR were quite right to not want the liabilities that come with the overseas assets. It was too risky. GMD clearly didn't want the associated risk either.
My personal preference as an SLR holder is that they let GMD pickup Gwalia and then take a stake in GMD when the share price crashes to about 60 cents which is highly probable after the takeover as SBM will need to offload GMD shares to pay for running costs and ongoing capex.
On top of this GMD will be cashflow negative for at least 12 months if not longer. The share price will be under sustained pressure for a long time.
SLR is going to be flush with cash as they are on track to sell 80,000 ounces this quarter, and Mt Monger and Deflector are hitting their straps so next year should be good to generate at least another $150 million cash.
I wouldn't listen to proxy advisors. They are notorious for conflicts of interests and in bed with superannuation funds.
GLTA/IMHO
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