Dundee Precious Metals Sets Court Date for Adriatic Acquisition
Dundee Precious Metals has confirmed the court sanction hearing date for its recommended acquisition of Adriatic Metals, with key shareholder meetings scheduled and a flexible cash-share mix option offered to shareholders.
- Recommended acquisition via court-sanctioned scheme
- Offer – 0.1590 new DPM shares plus 93p cash per Adriatic share
- Court sanction hearing set for 29 August 2025
- Shareholder meetings scheduled for 13 August 2025
- Mix and Match facility allows shareholders to vary cash and share proportions
Acquisition Progress and Key Dates
Dundee Precious Metals Inc. (DPM) has provided a detailed update on its recommended acquisition of Adriatic Metals Plc. The transaction, structured as a court-sanctioned scheme of arrangement under UK law, remains subject to several key approvals, including shareholder votes and court sanction. The pivotal shareholder meetings for both companies are set for 13 August 2025, with the court sanction hearing scheduled for 29 August 2025.
Assuming all conditions are met, the scheme is expected to become effective on 3 September 2025, paving the way for the issuance of new DPM shares to Adriatic shareholders and the subsequent delisting of Adriatic from the ASX and London Stock Exchange.
Offer Details and Shareholder Options
The acquisition offer values each Adriatic share at a combination of 0.1590 new DPM shares plus 93 pence in cash. Importantly, Adriatic shareholders (excluding certain overseas holders) can elect to adjust the balance between cash and shares through a Mix and Match facility, providing flexibility to tailor their consideration. The deadline for submitting these elections is 22 August 2025.
This feature is designed to accommodate varying investor preferences for liquidity versus equity exposure in the combined entity, reflecting a thoughtful approach to shareholder value maximization.
Regulatory and Legal Framework
The acquisition has cleared a significant regulatory hurdle with approval from the Competition Council of Bosnia and Herzegovina. Legal advisers from multiple jurisdictions, including the UK, Canada, and Australia, are involved to ensure compliance across the transaction’s international footprint.
Both companies have also agreed to extend the flexibility around the court sanction hearing date, allowing it to be held up to the long stop date of 31 December 2025 if necessary, with the UK Takeover Panel’s consent.
Next Steps and Market Implications
Following the court sanction hearing, the scheme’s effectiveness will trigger the issuance of new DPM shares to Adriatic shareholders, with trading expected to commence on the Toronto Stock Exchange by 15 September 2025. Adriatic’s shares will be delisted shortly thereafter.
Investors should watch closely for the outcomes of the shareholder meetings and the court sanction hearing, as these will determine the transaction’s completion timeline and the future structure of the combined company.
Bottom Line?
With key approvals imminent, the acquisition’s completion will reshape Adriatic’s shareholder landscape and DPM’s asset base.
Questions in the middle?
- Will shareholder turnout and votes at the 13 August meetings meet expectations?
- How will the Mix and Match facility impact the final cash-to-share consideration split?
- Could regulatory or court delays push the effective date beyond early September?
