Conquest Mining Ltd has announced its plan to acquire North Queensland Metals (NQM) through an off-market takeover offer worth $58 million.

Conquest Mining said it will offer NQM shareholders 0.5 of a Conquest share plus 10 cents cash for every NQM share held. This proposal puts the value of NQM at $0.29 per share.

Conquest said in a statement that the takeover bid represents a premium of 29 per cent to NQM's closing price on 2 June 2010 and 37 per cent to the volume weighted average price of NQM shares on Australian Stock Exchange (ASX) for the prior month.

The acquisition will give the mining company approximately 453 million ordinary shares on issues and former NQM shareholders will own 22 per cent of the combined company.

The proposed takeover is conditional on Conquest obtaining at least 90 per cent of NQM shares and other other conditions stipulated in the offer sheet.

It said that a major shareholder of NQM is supportive of the offer and has entered into a pre-bid acceptance agreement with Conquest covering a 19.9% shareholding in NQM.

Conquest executive chairman Jake Klein said, "The combination of Conquest and NQM is very compelling and will deliver value to NQM shareholders more rapidly and far in excess of that achievable by NQM on a stand-alone basis".

North Queensland Metals has a 60 per cent interest in and is the manager of the Pajingo Gold Mine near Charter Towers.

Conquest has a 100 per cent interest in the nearby Mt Carlton gold-silver-copper project, near Townsville.

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