Rimfire's Attractive Acquisition

Adrian Day's Global Analyst (07/20/2009)
"RIMFIRE MINERALS is planning to merge with another exploration company, Geoinformatics, which will own about 40% of the combined entity. The company has an extensive property portfolio, including its flagship Whistler Project in Alaska. This is a potentially large gold/copper project that has been underexplored owing to Geoinformatics constrained balance sheet. Currently it has about 1.3 million ounces of gold equivalent (on a measured basis). The equivalent price Rimfire is paying comes to about $3.50 per ounce, considerably lower than a typical purchase price. It is low grade, however, and not economic at the current size. Rimfire plans to spend about $5 million on exploration—and plans to raise about the same in an equity offering—both at the main Whistler to increase tonnage, and at the dozens of untested anomalies in the area.

Once a regional exploration program is complete—after about one year—joint venture partner Kennecott has the right to purchase the property. However, this is a win-win for Rimfire: should Kennecott exercise its right, it must pay twice what Rimfire has spent on exploration and Rimfire would then be carried for a 40% minimum in the project.

We bought Rimfire because it followed the low-risk prospect-generator model. Does this deal change that? To some extent it clearly does. Rimfire will be raising money and spending heavily on exploration. And importantly, over the next year of the exploration program, Rimfire will rise or fall on the exploration results at this single property. However, eventually this will follow the same business model: either Kennecott will carry Rimfire, or Rimfire will find another joint venture partner. In addition, Geoinformatics has several other early stage properties which Rimfire can joint venture out. So the relatively low-risk attribute of this project, and Rimfire's ability to increase the value, justify the transaction, which could turn out to be a company maker. So I am recommending you vote in favor of the merger; again, you should have received a proxy in the mail."

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