RESOURCE EQUIPMENT LTD
8 January 2015
Companies Announcement Office
ASX Limited
Level 40, Central Park
152-158 St Georges Terrace
PERTH WA 6000
Dear Sirs
In accordance with section 647(3)(b) of the Corporations Act 2001 (Cth), we enclose a copy of the supplementary target's statement dated 8 January 2015 (Supplementary Target's Statement) given by Resource Equipment Ltd (ABN 83 098 812 492) (REL) in relation to the on-market takeover offer by Pump Services, LLC (Pump Services) for all of the fully paid ordinary shares in the capital of REL.
The Supplementary Target's Statement has today been lodged with the Australian Securities and
Investments Commission and sent to Pump Services. Yours sincerely
Mr Michael Kenyon Company Secretary Resource Equipment Limited
This document is dated 8 January 2015 and is a supplementary target's statement under section 644 of the Corporations Act 2001 (Cth). It is the first supplementary target's statement (Supplementary Target's Statement) issued by Resource Equipment Limited ABN 83 098 812 492 in relation to the on-market takeover bid by Pump Services, LLC (a company incorporated in Delaware, USA) to acquire all of the fully paid ordinary shares in the capital of REL.
This Supplementary Target's Statement supplements, and should be read together with, REL's target statement dated 24 December 2014 (Target's Statement).
REL Director, Mr Andrew Aitken has now accepted the Offer in respect of all REL Shares which he holds or controls. Accordingly, Mr Aitken no longer holds a Relevant Interest in any REL securities.
As previously disclosed, REL Directors, Messrs Lucas and Hutchinson have already accepted the Offer in respect of all REL Shares which they held or controlled on the Announcement Date. REL Director, Mr Ryder has not yet made a decision whether to accept or procure the acceptance of the Offer in respect of all REL Shares he holds or controls. Although REL Director Mr Donnelley has a Relevant Interest in REL Shares as disclosed in section
9.1 of the Target's Statement, Mr Donnelley does not hold or control those REL Shares.
As at the close of ASX trading on 7 January 2015 Pump Services has acquired a Relevant Interest in 50.26% of
REL's Shares, and has therefore gained majority control of REL.
REL Shareholders should also be aware that, given Pump Services' Relevant Interest of 50.26% in REL Shares Pump Services has certain intentions for REL. These intentions are set out in section 3.13 of the Target's Statement and section 6.4 of the Bidder's Statement.
The REL Directors unanimously recommend that shareholders ACCEPT the Offer in the absence of a superior proposal for the following reasons:
(a) The Offer is at a significant premium to the trading price of REL Shares over a range of time periods prior to the announcement of the Offer, including an 86% premium to REL's pre announcement closing price
of $0.14.
(b) The price of REL Shares is likely to fall in the absence of the Offer.
(c) The liquidity of REL Shares is already low and the Offer provides REL Shareholders with an opportunity to sell their REL Shares.
(d) The Offer price of $0.26 per REL Share provides REL Shareholders with a certain cash value for their REL Shares and REL Shareholders will be paid cash quickly (i.e. 3 trading days) after accepting the Offer.
(e) No other offer has been made to purchase REL Shares and there is no current indication that there will be a competing proposal.
Further details surrounding these risks is set out in section 2 of the Target's Statement.
As noted in the Target's Statement, there are risks associated with not accepting the Offer, including:
(a) The REL Share price is likely to fall in the absence of the Offer and you are unlikely to receive a premium for your REL Shares.
(b) Minority shareholding consequences. (c) Possible delisting of REL.
(d) Compulsory acquisition consequences. (e) Potential loss of key employees.
The likelihood of these risks eventuating increases as Pump Services' Relevant Interest in REL Shares increases.
Further details surrounding these risks is set out in section 4.2 of the Target's Statement.
Shareholders can accept the Offer by selling their shares through their usual broker on the ASX at the Offer Price before the Offer closes. Your Broker or Controlling Participant may charge brokerage or other fees. These will be to the account of the relevant REL Shareholder and will reduce the consideration received by the relevant REL Shareholder for their REL Shares.
Pump Services' Offer is not subject to any conditions and is scheduled to close at 4.00pm (Sydney time) on
Tuesday 3 February 2015.
REL has established the REL shareholder information line which REL Shareholders may call if they have any queries in relation to the Offer. REL Shareholders may call the REL shareholder information line on 1800 992 793 (within Australia) or +61 1800 992 793 (outside Australia) at any time between 8:30am and 5:30pm (Sydney time) on Monday to Friday.
Each Director has given and has not, before the date of this Supplementary Target's Statement, withdrawn their consent to be named in this Supplementary Target's Statement and to the inclusion of statements made by them.
Unless the context otherwise requires, terms defined in the Target's Statement have the same meaning in this
Supplementary Target's Statement.
This Supplementary Target's Statement prevails to the extent of any inconsistency with the Target's Statement. This Supplementary Target's Statement is dated 8 January 2015 and a copy of this Supplementary Target's
Statement was lodged with ASIC and ASX on that date. None of ASIC, ASX nor any of its respective officers takes any responsibility for the contents of this Supplementary Target's Statement.
This Supplementary Target's Statement has been approved by a resolution of the REL Board. Signed for and on behalf of REL:
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