http://clients.westminster-digital.co.uk/minesite/microsite/events/50/video/index.aspx?companyId=50_1
=">http://www.proactiveinvestors.co.uk/pdf/brr.pdf
http://www.mineweb.com/mineweb/view/mineweb/en/page35?oid=39359&sn=Detail
www.braemoreresources.com
http://www.investegate.co.uk/Article.aspx?id=200711010702217873G



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http://www.resourceinvestor.com/pebble.asp?relid=38513
http://www.proactiveinvestors.co.uk/articles/art.php?BRR2
cyril

That's what I was afraid of, All share offer. Have to consider whether it's better to take cash now or wait for the offer to be made. Presumably JLP can now call the tune, which may not be good for BRR holders.

"JOINT ANNOUNCEMENT OF A FIRM INTENTION BY JUBILEE TO MAKE AN OFFER TO ACQUIRE THE ENTIRE ISSUED AND TO BE ISSUED SHARE CAPITAL OF BRAEMORE AND WITHDRAWAL OF BRAEMORE CAUTIONARY ANNOUNCEMENT

Further to the Braemore and Jubilee cautionary announcements on 16 June 2009 and 29 June 2009 respectively, Jubilee wishes to announce its firm intention to make an offer to acquire the entire issued and to be issued share capital of Braemore (the 'Offer') (the 'Offer Shares')."

Hmm - I should have taken Cynic's advice and 'locked in' profits sooner, instead of being greedy and hoping for more. I just hope I live long enough to learn . . .

Depends if you are happy acquiring JLP shares, which, in the long term, may be a good thing, imo.

Business Financial Newswire
"Jubilee Platinum is to make an agreed takeover offer to Braemore Resources which involves the issue of 1 new Jubilee share for every 15.818 Braemore shares.

The offer consideration is at a discount to the current market price but in addition Jubilee has undertaken to fund the operating costs of Braemore whilst the Scheme is being implemented (up to a cumulative maximum of R7 million on a drawdown basis) and to settle some of Braemore's current liabilities (up to a cumulative maximum of R25 million on a drawdown basis).

Furthermore, Jubilee recognises that Braemore also has an outstanding commitment of approximately R18 million payable to Mintek by 30 September 2009, which amount will be paid by Jubilee on behalf of Braemore, subject to fund raising of not less than ZAR 50m.

These amounts will be repayable by Braemore if the Offer does not proceed. A 1% compensation fee will be payable by Braemore to Jubilee if the Offer does not proceed for reasons relating to Braemore. Similarly, a 1% compensation fee will be payable by Jubilee to Braemore if the Offer does not proceed for reasons relating to Jubilee.

As part of the Scheme, the existing 305m Braemore performance shares of 0.1p each will be cancelled at zero consideration if the Scheme becomes effective. "

By my calculations it is better at the moment to buy JLP....because BRR to buy 3.25 times 15.818 makes just over 51p.....this means BRR sp must drop more or JLP has to rebound !.

3.5 to buy times 15.818 makes 55.36.....crazy to buy BRR at the moment with JLP at 42p to buy...BRR's sp must drop !.

do i perceive that the shareholder's have been mugged yet again?
confess i was taken in by the guys a couple of years ago and lost money, but at least bit the bullet several months back

JLP looks the better bet....within the next 12 months..should go to the 100p level !. When exactly ?! I don't know, but it looks pretty good to me !.

Not a very good deal for Braemore shareholders but not a bad one for Jubilee holders...that's the bottom line of today's corporate moves !.

Agreed, but in the long term, the 'new' holders of JLP shares (i.e. the old BRR holders) should benefit from any future increase in the JLP sp. So the 'new' holders are going to have to scrape back the initial loss before realising any profit. As you say, rf, depends where one thinks the JLP sp will go to. JLP must think that the current BRR operation is worth acquiring, so my reasoning is 'short term loss for long term gain' for the BRR holders, but the current 30% decline in the sp speaks for itself, imo.

Yes....if I was at a loss on BRR : I would stay put and wait for the Jubilee shares...Tom Winnifrith says that JLP are not worth a penny less than 150p !...well that's way up from today's sp....JLP looks good for the medium term.

I'm certainly not going to bail out now; will hang in there - and hope I'm not hanged!

Am I correct then in saying that with the JLP sp @42p, only worth buying BRR at below 2.6p?

Once again the shareholders have been sh*t on.I think if the directors had any of their own shares they wouldn't be selling the rest of us down the river.
To all shareholders do not sell, if they are short of cash have a right issue but don't sell for 2.6p they must be mad.

These Offer documents (on here- DYOR), indicate some aspects of BRR that I was unaware of....like the (low-)protection offered to PI's and lack of Director-holding . . . so it seems that with a takeover we should be able to see exactly what it is that we're into.

I suspect that BRR was a "firework" - lots of anticipation, but in reality it's gone out.

-Just shows that so many/most AIM-listed companies are best avoided, eh?

EDIT(14Jy09)- the Rules require 75% acceptance, so with Dirs having relatively few it would be interesting to hear what their take is on the Deal. If the Offer is improved I might accept, but not at the current-low price.

I have just noticed in Shares Mag the following paragraph:
"The takeover requires at least 75% support from BRR shareholders. Jubilee says it already has 50% indicative support. If the scheme of arrangement fails, Jubilee says it will make a substitute offer".
Hopefully the institutional investors will push for a better deal in that case!

Thanks for that info Harry

Here's the deal:

On 3 July 2009 Braemore and Jubilee released a joint announcement relating to a Scheme of arrangement (the 'Scheme') in accordance with Part 26 of the UK Companies Act of 2006, as amended (the 'Act') that has been proposed by Jubilee between Braemore and Braemore's shareholders (the 'Proposal'), in terms of which members recorded in the register of members of Braemore at the appropriate time will receive 1 new Jubilee share for every 15.818 Braemore shares held by Braemore shareholders (the 'Consideration'). Upon the Scheme becoming effective, Braemore will become a wholly-owned subsidiary of Jubilee and Braemore's listing on AIM (a market operated by the London Stock Exchange plc) and on the Johannesburg Securities Exchange operated by the JSE Limited (the 'JSE') will be cancelled.

For today's full RNS go to:
Jubilee Platinum to acquire BRR

Slightly edited version:
1. NOTICE OF SCHEME MEETING AND POSTING OF SCHEME DOCUMENT
On 3 July 2009 Braemore and Jubilee released a joint announcement relating to a Scheme of arrangement in accordance with Part 26 of the UK Companies Act of 2006, as amended that has been proposed by Jubilee between Braemore and Braemore's shareholders, in terms of which members recorded in the register of members of Braemore at the appropriate time will receive 1 new Jubilee share for every 15.818 Braemore shares held by Braemore shareholders (the 'Consideration'). Upon the Scheme becoming effective, Braemore will become a wholly-owned subsidiary of Jubilee and Braemore's listing on AIM (a market operated by the London Stock Exchange plc) and on the Johannesburg Securities Exchange operated by the JSE Limited (the 'JSE') will be cancelled.

Further to the above announcement, shareholders are advised that on Friday, 11 September 2009, the Court granted an order to Braemore affording Braemore leave to convene a Court Meeting for the purpose of considering and, if deemed fit, approving (with or without modification) the Scheme. The Court Meeting is to be held at 11:00 a.m. on Wednesday, 7 October 2009 at the offices of Watson, Farley & Williams LLP, 15 Appold Street, London EC2A 2HB. The implementation of the Scheme will also require the passing by Braemore Shareholders of a special resolution to be proposed at a general meeting to be held at 11:05 a.m. on the same day as the Court Meeting (or as soon thereafter as the Court Meeting shall have been concluded or been adjourned).

2. OPINIONS AND RECOMMENDATIONS
Venmyn delivered to the Braemore board of directors an opinion that the terms and conditions of the Scheme are fair to the Braemore Shareholders.

The directors of Braemore have considered the terms and conditions of the Scheme and, inter alia, the opinion of Venmyn, and are of the unanimous opinion that the Scheme is fair to Braemore Shareholders. Accordingly, the board of directors of Braemore recommends that Braemore Shareholders vote in favour of the Scheme. The directors of Braemore who hold Braemore Shares intend to vote in favour of the Scheme at the Court Meeting in respect of their own beneficial holdings of Braemore Shares"

Court meeting today, so hopefully all should be settled soon.