ASX Approves Warriedar’s Option Cancellation Without Shareholder Vote in $191M Deal

ASX Waiver Clears Key Hurdle for Warriedar-Capricorn Deal

Warriedar Resources Limited (ASX – WA8) has announced a significant regulatory development in its proposed acquisition by Capricorn Metals Limited (ASX – CMM). The Australian Securities Exchange (ASX) has granted Warriedar a waiver from Listing Rule 6.23.2, permitting the cancellation of 5 million unlisted options without the need for shareholder approval. This waiver is a critical step in facilitating the smooth execution of the scheme of arrangement under which Capricorn will acquire all Warriedar shares and options.

Details of the Option Cancellation

The unlisted options in question are exercisable at $0.105 each and expire on 31 August 2026. Under the terms agreed, option holders will receive a cash consideration of $0.05 per option if they agree to cancellation or transfer of their options to Capricorn. This arrangement is conditional on the scheme becoming effective and applies only if the options are not exercised before the scheme’s record date.

Implications for Shareholders and Capital Structure

By securing this waiver, Warriedar avoids the potentially complex and time-consuming process of obtaining shareholder approval for the option cancellation. This streamlines the acquisition process and reduces uncertainty for both companies and investors. The cancellation of these options will have a direct impact on Warriedar’s capital structure, potentially affecting dilution and the overall valuation dynamics as Capricorn assumes control.

Conditions and Next Steps

The ASX waiver comes with conditions, including the requirement for Warriedar to disclose the material terms of the waiver and the rationale behind it, as well as to provide full details of the cancellation in the Scheme Booklet lodged with the Australian Securities and Investments Commission (ASIC). The waiver and cancellation are contingent on the scheme becoming effective, which itself depends on shareholder approval and regulatory clearance.

Looking Ahead

Warriedar’s board and management team, led by Managing Director Amanda Buckingham and Non-Executive Chairman Mark Connelly, will now focus on finalising the Scheme Booklet and securing the necessary approvals to bring the acquisition to completion. Investors will be watching closely to see how the cancellation of options and the scheme’s implementation influence Warriedar’s valuation and future prospects under Capricorn’s ownership.