As announced to ASX on 25 March 2021, the Company has entered into a Heads of Agreement (Acquisition Agreement) with the major shareholders of Great Northern Palladium Pty Ltd (ACN 645 861 196) (GNP) to acquire 100% of the issued share capital of GNP (the Acquisition) in consideration for the issue of the Shares and Vendor Options the subject of the Vendor Offer. The valuation and number of Securities to be issued in consideration for the Acquisition was determined through arms’ length negotiations.
GNP holds 80% of the issued share capital of Panton Sill Pty Ltd (ACN 157 842 530) (Panton Sill). Panton Sill holds the granted mining leases that cover the Panton PGM Project (Panton PGM Project or Panton) located approximately 60 kilometres north of Halls Creek in the East Kimberley region of Western Australia. The remaining 20% of Panton Sill is held by Panoramic Resources Limited (ASX: PAN) (Panoramic). Panoramic has granted an option to GNP for it to acquire the remaining 20% interest in Panton Sill (Panton Option), as detailed further below. Upon completion of the Acquisition, Red Emperor intends to exercise the Panton Option such that it would become the ultimate 100% owner of the Panton PGM Project.
The Acquisition has been deemed to constitute a change to the nature and scale of the Company’s activities for the purposes of the ASX Listing Rules. ASX Listing Rule 11.1.2 requires the Company to seek Shareholder approval where it proposes to make a significant change to the nature and scale of its activities. ASX has also advised the Company that it will be required to re-comply with the requirements of Chapters 1 and 2 of the ASX Listing Rules in accordance with ASX Listing Rule 11.1.3.