why below offer?, page-15

Sorry to copy the facts,

but if you ignore to check the fundamentals of SBM before posting, I will do it for you. I couldnt say it better in my own words:

• SBMAustralian based producer 255-270Koz
• ASX market capitalisation A$710M
• Producing operations: 2
• Exploration land bank 4,800+ kms
• Ore Reserves: 15.7Mt@ 5.8g/t Au for 2.9Moz
• Mineral Resources 47.6Mt@ 5.0g/t Au for 7.7Moz
• Cash A$82.5M
• Debt A$11.5M
• Gross Tax Losses A$330M
• Procuction Guidance Range: 330-370 Koz

Leonora:

Mine life: 9+ years (AT JUNE 2010)
Gwalia Mine and King of the Hills Mine
Processing capacity: 1.2Mtpa
Ore Reserves: 10.2Mt @ 7.3g/t Au for 2.4Moz
Mineral Resources: 27.7Mt @ 6.1g/t Au for 5.4Moz
Production:FY11 140-145Koz*FY12 245-270Koz* *March 2011Guidance, including King of the Hills

Southern Cross:

Mine life: 24+ months (AT JUNE 2010)
Marvel Loch Mine Processing capacity: 2.2Mtpa
Ore Reserves: 5.4Mt @ 2.8g/t Au for 500Koz
Mineral Resources: 19.9Mt @ 3.5g/t Au for 2.3Moz
Production:FY11 115-125Koz*FY12 85-100Koz**Guidance

tbc.....

Value for Catalpa Shareholders

• Attractive premium even before any potential re-rating driven by production and quality of portfolio relative to mid-tier peers

• Immediately and significantly accretive on both physical and financial metrics

• Access to St Barbara’s cash flow profile to fund any capital expenditure associated with underground development opportunities at Edna May

• Potential benefits from synergies through improved purchasing power and supply chain access, and optimisation of assets in the northern Southern Cross region of Western Australia

• Access to an expanded pipeline of brownfield and greenfield growth opportunities

• Potential CGT rollover relief for shareholders electing scrip consideration

• Combined Group to Produce Approximately 480,000 Ounces in FY12F

• Leading Player in the
Australian Mid-Tier Gold Sector

• Forecast Average
Annual Production Growth Almost 15%

• Development and Exploration Upside

• Opportunity to create a leading mid-tier Australian gold producer
– 3.9 million ounces of gold reserves
– 9.8 million ounces of gold resources
– Gold production of approximately 480,000 ounces in FY12F

• Strong strategic and operational rationale underpinning the combination

• Value enhancing for both St Barbara and Catalpa shareholders

• St Barbara believes it has put forward an attractive proposal to Catalpa

In the event that the combination does not proceed, St Barbara will continue to focus on realising value from organic growth and other identified opportunities