Reserve submitted an offer to acquire all of the equity of Goldfield at a total enterprise value of $174 million and a per share price of $5.75 or (or $6.43 per Share when excluding operating
leases from net debt like items in the calculation).
On September 4, 2020, the Special Committee held a meeting, which included representatives of Stifel
and K&L, to review the preliminary non-binding indications of interest received on September 2, 2020. Stifel reviewed and provided valuation considerations with respect to the non-binding indications of interest.
After the preliminary non-binding indications of interest were received, Party B was contacted and invited to participate in the process but declined to sign
a nondisclosure agreement even though the standstill would expire upon the Companys entry into a definitive agreement for the sale of the Company or participate in the process.
On September 18, 2020, Party H contacted the Board to indicate that it would be interested in acquiring the Company.
On September 25, 2020, the Special Committee held a meeting, which included representatives of Stifel and K&L, to discuss the status of the market check,
Party Hs interest and next steps with Party B in light of its refusal to enter into a nondisclosure agreement.
Between September 28 and
October 9, 2020, Goldfield held management presentations with the five (5) highest bidders, including First Reserve, Party D, Party E, Party F and Party G. Following management presentations, Goldfield provided access to a virtual data
room for each bidder.
On October 9, 2020, representatives of Stifel distributed a check-in bid process
letter to First Reserve, Party D, Party E, Party F and Party G requesting the submission of updated preliminary, non-binding indications of interest on October 28, 2020.
October 14, 2020, Party G, through their investment banking adviser, notified representatives of Stifel that they were not interested in acquiring the
entire Company, only one of Goldfields subsidiaries, Southeast Power Corporation.
On October 20, 2020, Party D and Party F notified
representatives of Stifel that they were withdrawing from the process and would not be submitting a refreshed IOI.
On October 21, 2020, Party H
submitted a preliminary non-binding indication of interest at a price per share of $5.50 - $6.00 per share.
On
October 23, 2020, Goldfield management, representatives of First Reserve, and representatives of Stifel held an in-person diligence session in Melbourne, FL to discuss First Reserves open commercial
diligence requests.
On October 26, 2020, the Special Committee held a meeting, which included representatives of Stifel and K&L, to discuss Party
Hs unsolicited indication of interest and Stifels communications with Party B. Stifel also provided the Special Committee with an overview of the potential buyers still engaged in the process and their status. The Special Committee
instructed Stifel to provide all potential bidders an opportunity to continue to participate in the process.
On October 27, 2020, Party H notified
representatives of Stifel that they were declining to raise their offer price after Stifel provided feedback from the Special Committee.
On
October 28, 2020, First Reserve submitted a letter of intent with an offer of $7.00 per Share. Party E requested a one-day extension.
On October 29, 2020, Party E submitted a refreshed indication of interest with an offer of $6.08 per Share.
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