Montage Takeover Schemes to Take Effect After Supreme Court Nod

Court Approval Clears Legal Hurdle for Takeover

African Gold Ltd (ASX:A1G) has received a crucial green light from the Supreme Court of Western Australia, which approved the Share Scheme and Option Scheme underpinning Montage Gold Corp’s acquisition. This judicial endorsement marks a decisive step forward after shareholders overwhelmingly backed the deal with near-unanimous support earlier this month.

The court’s ruling means African Gold will lodge the official orders with ASIC on 20 April 2026, at which point the schemes will become legally effective. This timing aligns with the company’s previously outlined timetable, following the strong shareholder endorsement documented in the recent shareholder approval vote.

Key Dates Set for Scheme Implementation

Following the effective date, African Gold will determine entitlements to the scheme consideration as of 5pm AWST on 22 April 2026. The final implementation date is scheduled for 29 April 2026, when Montage will officially acquire African Gold shares and issue new Montage shares to eligible shareholders. Concurrently, all African Gold options will be cancelled, with optionholders receiving corresponding consideration.

This orderly timetable provides clarity for investors on when ownership changes will crystallise and when African Gold will cease to exist as a standalone listed entity. The company has also flagged that any adjustments to this schedule will be promptly communicated to the market.

Regulatory Compliance and US Investor Restrictions

The announcement reiterates that the schemes are governed by Australian law and that the new Montage shares to be issued will not be registered under the US Securities Act. This imposes transfer restrictions on US investors, particularly affiliates of either entity, potentially limiting liquidity for some holders. The financial disclosures for Montage and African Gold comply with IFRS and Australian Accounting Standards respectively, ensuring transparency in the transaction’s accounting treatment.

Adam Oehlman, African Gold’s CEO, authorised the release, underscoring the company’s commitment to a smooth transition. The court approval effectively removes the final major regulatory obstacle to the takeover, with the market now focused on the imminent lodgement and subsequent implementation.