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Riversdale Resources Target's Statement, 28 March 2019

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Riversdale Resources Target's Statement, 28 March 2019 Target's Statement Riversdale Resources Limited ACN 152 669 291 This Target's Statement has been issued in response to the off-market takeover bid made by Hancock Corporation Pty Ltd 615 809 740, a wholly-owned subsidiary of Hancock Prospecting Pty Ltd ACN 008 676 417, for all of the ordinary shares in Riversdale Resources Limited. The Independent Directors of Riversdale Resources Limited recommend that you REJECT the Offer of $2.20 per Riversdale Share, because it materially undervalues Riversdale and does not represent fair value for your Riversdale Shares. This is an important document and requires your immediate attention. If you are in any doubt about how to deal with this document, you should consult your financial, legal or other professional adviser immediately. If you have any questions or require assistance in relation to the Offer, please contact the shareholder information line on +61 2 8298 6106. Financial adviser Legal adviser 1 IMPORTANT NOTICES Nature of this document This document is a Target's Statement issued by Riversdale Resources Limited ACN 152 669 291 (Riversdale) under Part 6.5 of the Corporations Act in response to the off-market takeover-bid made by Hancock Corporation Pty Limited (Hancock Corporation), a wholly-owned subsidiary of Hancock Prospecting Pty Limited (Hancock Prospecting) for all of the ordinary shares in Riversdale that it does not already hold, which was sent to Riversdale Shareholders on or about 13 March 2019. You should read this Target's Statement in full and seek independent advice if you have any queries in respect of the Offer. ASIC disclaimer A copy of this Target's Statement was lodged with ASIC on 28 March 2019. Neither ASIC nor any of its respective officers, take any responsibility for the contents of this Target's Statement. Defined terms A number of defined terms are used in this Target's Statement. These terms are defined in section 9 of the Target's Statement. In addition, unless the contrary intention appears or the context requires otherwise, words and phrases used in this Target's Statement have the same meaning and interpretation as in the Corporations Act. No account of personal circumstances Nothing in this Target's Statement constitutes investment, legal, tax or other advice. This Target's Statement, including the Independent Expert's Report and Technical Expert's Report, does not take into account the individual investment objectives, financial or tax situation or particular needs of any Riversdale Shareholder, and should not be relied upon as the sole basis for any investment decision in relation to Riversdale Shares. You should seek independent legal, financial and taxation advice before making a decision as to whether or not to accept the Offer. Disclaimer as to forward looking statements Some of the statements appearing in this Target's Statement, including the Independent Expert's Report, may be in the nature of forward looking statements. The forward-looking statements in this Target's Statement are not based on historical facts, but rather reflect the current views of Riversdale held only as at the date of this Target's Statement (or the date the statement was actually made, as the case may be) concerning future results and events and generally may be identified by the use of forward-looking words such as "believe", "aim", "expect", "expected", "targeted", "anticipated", "intending", "foreseeing", "likely", "should", "planned", "may", "estimated", "potential" or other similar words and phrases. Similarly, statements that describe Riversdale's objectives, plans, goals or expectations may be forward-looking statements. Any forward-looking statements included in this Target's Statement have been made on reasonable grounds. Although Riversdale believes that the views reflected in any forward-looking statements in this Target's Statement have been made on a reasonable basis, no assurance can be given that such views will prove to be correct. As such forward-looking statements relate to future matters, they are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause Riversdale 's actual results, performance or achievements to differ materially from the anticipated results, performance or achievements expressed, projected or implied by such forward-looking statements. Deviations as to future results, performance and achievements are both normal and to be expected. Riversdale Shareholders should review carefully all of the information, including the financial information, included in this Target's Statement. The forward-looking statements included in this Target's Statement are made only as at the date of this Target's Statement or the date the statement was actually made, as the case may be. Riversdale and its directors, officers and advisers give no representation, assurance or guarantee to Riversdale Shareholders or any other person that any forward-looking statements will actually occur or be achieved. Riversdale Shareholders are cautioned not to place undue reliance on forward- looking statements. Further, the past performance of Riversdale is not a guarantee of future performance. Riversdale does not give any undertaking to update or revise forward-looking statements after the date of this Target's Statement to reflect any change in expectations in relation to those statements or any change in events, conditions or circumstances on which any such statement is based. Disclaimer as to information The information on Hancock Corporation contained in this Target's Statement has been prepared by Riversdale from publicly available information (including information contained in the Bidder's Statement). Information in this Target's Statement about Hancock Corporation has not been independently verified by Riversdale. Accordingly, Riversdale does not, subject to the Corporations Act, make any representation or warranty, express or implied, as to the accuracy or completeness of such information. The Independent Expert's Report has been prepared by the Independent Expert for the purposes of this Target's Statement and the Independent Expert takes responsibility for that report. 2 The Technical Expert's Report has been prepared by the Technical Expert for the purposes of this Target's Statement and the Technical Expert takes responsibility for that report. Risk factors Riversdale Shareholders should note that there are a number of risk factors attached to their investment in Riversdale. Section 6 of this Target's Statement sets out further information on some of those risks. Maps, diagrams and data in charts and tables Any diagrams, charts, maps, graphs and tables appearing in this Target's Statement are illustrative only and may not be drawn to scale. Unless stated otherwise, all data contained in diagrams, charts, maps, graphs and tables is based on information available at the date of this Target's Statement. Rounding A number of figures, amounts, percentages, prices, estimates, calculations of value and fractions in this Target' Statement are subject to the effect of rounding. Accordingly, the actual calculation of these figures may differ from the figures set out in this Target's Statement. Foreign jurisdiction The release, publication or distribution of this Target's Statement in jurisdictions outside Australia may be restricted by law and any person who comes into possession of it should seek advice and observe any such restrictions. Accordingly, persons who come into possession of this Target's Statement should inform themselves of, and observe, those restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws or regulations. This Target's Statement has been prepared in accordance with Australian law and the information contained in this Target's Statement may not be the same as that which would have been disclosed if this Target's Statement had been prepared in accordance with the laws and regulations outside Australia. Internet Riversdale maintains an internet site. The Riversdale internet site is www.rivresources.com. Information contained in, or otherwise accessible through, this internet site is not a part of this Target's Statement. All references in this Target's Statement to the Riversdale internet site are for your information only. Privacy Riversdale has collected your information from the register of Riversdale Shareholders for the purposes of providing you with this Target's Statement. The type of information Riversdale has collected about you includes your name, contact details and information on your shareholdings in Riversdale. Without this information, Riversdale would be hindered in its ability to issue this Target's Statement. The Corporations Act requires the names and addresses of Riversdale Shareholders to be held in a public register. Your information may be disclosed on a confidential basis to Riversdale and its related bodies corporate, and holders of Riversdale Shares and external service providers, and may be required to be disclosed to regulators, such as ASIC. If you would like details of information about you held by Riversdale, please contact us using the contact details shown below. Shareholder information line If you have any questions in relation to the Offer, please contact the Shareholder information line on +61 2 8298 6106. Further information relating to the Offer can be obtained from Riversdale's website at www.rivresources.com. References to time All references to time in this Target's Statement are to the time in Sydney, Australia, unless otherwise specified. References to currency All references to $, A$, dollars or cents in this Target's Statement are to Australian currency, C$ or CAD are Canadian currency and US$ or USD to American currency unless otherwise specified. Board approval of this Target's Statement This Target's Statement has been approved by the Board. Date This Target's Statement is dated 27 March 2019. 3 CHAIRMAN'S LETTER Dear Riversdale Shareholder, On 27 February 2019, Hancock Corporation Pty Ltd (Hancock Corporation), a wholly-owned subsidiary of Hancock Prospecting Pty Ltd, announced an unsolicited, conditional off-market takeover offer for Riversdale Resources Limited (Riversdale) (the Offer).
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