Scheme document published for the Recommended Acquisition of Tulla Resources by Pantoro and Proposed Demerger of Phoenix Industrial Minerals
May 2023
Pantoro is an Australia-based gold producer. The Company’s projects include the Norseman Gold and Halls Creek Projects.
Tulla Resources Group is an Australia-based company. The Company operates through its subsidiary, Tulla Resources Plc. The Company is engaged in the development of mineral resources from its Norseman Gold Project in Australia.
In May 2019, Tulla Resources Plc and its wholly owned subsidiaries entered into a Farm-In and Joint Venture Agreement with Pantoro and its wholly owned subsidiary, whereby Pantoro acquired a 50% interest in the Norseman Gold Project.
On 13th February 2023, the boards of Pantoro and Tulla announced that they had agreed to the terms of a recommended offer by Pantoro to acquire the entire issued and to be issued ordinary share capital of Tulla with the purpose of creating a single entity focusing on the exploitation of the gold mineral rights in the Norseman Gold Project.
The Takeover is to be implemented by means of a Court-sanctioned takeover scheme of arrangement under Part 26 of the Companies Act 2006. In addition, the boards of Tulla and Pantoro have agreed that Tulla will demerge Phoenix which holds the Industrial Minerals Rights pursuant to each element of the Demerger Scheme becoming effective in accordance with its terms.
The Demerger is to be implemented by means of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006. The implementation of the Takeover Scheme will depend on each element of the Demerger Scheme and the Takeover Scheme becoming effective in accordance with its terms.
Publication of the Scheme Document
The Perivan shareholder communications team was delighted to work with Shakespeare Martineau who acted legal adviser to Tulla Resources on the production of the 172-page Scheme and associated ancillary documents for both the Acquisition and Demerger, which were successfully published and posted to qualifying shareholders on 9th May 2023.
For further information, click here.
Perivan specialise in producing and publishing financial documents relating to shareholder and investor communications for quoted companies, private companies, and open and closed-ended funds.
