How Triton Minerals Settled a $17M Graphite Asset Sale Dispute with NQM Gold
Triton Minerals has settled a legal dispute with NQM Gold, paving the way for the completion of a $17 million graphite asset sale with structured payment terms and court proceedings adjourned.
- Deed of Settlement and Variation executed with NQM Gold
- Remaining $8.5 million payment split into two tranches
- Early release of approximately $554,000 deposit funds
- Supreme Court proceedings adjourned and set for dismissal upon completion
- Completion deadline extended to 31 December 2025 with fallback provisions
Background to the Dispute
Triton Minerals Limited (ASX – TON) has taken a significant step to resolve a protracted legal dispute with NQM Gold Pty Ltd, a subsidiary of Shandong Yulong Gold Co. Ltd, concerning the sale of its graphite assets. The dispute arose from the Share Sale and Purchase Agreement (SSAP) originally executed in late 2024, which outlined the sale of 70% of Triton's graphite assets for $17 million in cash.
Settlement Terms and Payment Structure
The company announced the execution of a Deed of Settlement and a Deed of Variation that amend the original SSAP terms. Central to the settlement is the payment of the remaining $8.5 million due from NQM, now structured into two tranches – an immediate $3 million payment within three business days, followed by $5.5 million held in trust pending satisfaction of completion conditions. Additionally, approximately $554,000 in deposit funds will be released early to Triton's operating account, providing a near-term liquidity boost.
Legal Proceedings and Completion Timeline
The settlement also includes provisions to adjourn and ultimately dismiss the Supreme Court proceedings related to the dispute, contingent on the completion of the SSAP. The parties have agreed to adjourn the proceedings to no earlier than 30 September 2025, with further adjournments possible if completion is delayed. Triton has until 31 December 2025 to finalize the sale under the Kwe Kwe Share Sale Agreement, with fallback mechanisms allowing NQM to reclaim the second tranche payment if completion cannot occur within the stipulated timeframe.
Implications for Triton and Shareholders
This resolution marks a critical milestone for Triton, removing a significant legal overhang and clarifying the financial terms of the asset sale. The structured payment schedule and early release of funds improve Triton's cash position while maintaining safeguards for both parties. However, completion remains subject to conditions precedent, and the potential for non-completion still poses a risk. The company has reaffirmed its commitment to satisfying these conditions and keeping shareholders informed as the process unfolds.
Bottom Line?
With legal hurdles cleared, Triton’s focus now shifts to meeting completion conditions and securing full payment by year-end.
Questions in the middle?
- What are the specific conditions precedent that must be satisfied for the final payment release?
- How will the delayed completion timeline affect Triton’s operational and financial plans?
- What contingencies are in place if the sale ultimately does not complete by December 31, 2025?
