Qoria Limited’s acquisition by Aura Consolidated Group has become legally effective following Federal Court approval, with Qoria shares suspended and Aura CHESS Depositary Interests set for issuance in mid-July.
- Federal Court approves Qoria scheme of arrangement
- Qoria shares suspended from ASX trading as of 8 July
- Scheme consideration set at 1 Aura CDI per 17.32 Qoria shares
- No ineligible foreign holders; direct cash-out facility applies
- Aura CDIs to begin normal trading on 20 July
Federal Court Approval Finalises Qoria Acquisition Scheme
Qoria Limited (ASX:QOR) confirmed that the Federal Court of Australia has approved the scheme of arrangement for its acquisition by Aura Consolidated Group, Inc. This legal endorsement, lodged with the Australian Securities and Investments Commission on 8 July 2026, marks the scheme as effective and triggers the suspension of Qoria shares from trading on the ASX from the close of trading the same day.
Shareholder Consideration and Exchange Ratio Set
Under the terms of the scheme, Qoria shareholders will receive one Aura CHESS Depositary Interest (CDI) for approximately every 17.32 Qoria shares held as of the record date on 10 July 2026. This exchange ratio translates to about 81.2 million Aura CDIs to be issued as scheme consideration. The scheme consideration CDIs are scheduled to be allotted on 17 July 2026, with normal (T+2) settlement trading expected to commence on 20 July.
Direct Cash-Out Facility Activated for Small Holdings
Notably, Aura has determined there are no ineligible foreign holders among Qoria shareholders, which activates the direct cash-out facility for non-electing unmarketable parcel shareholders. Instead of receiving CDIs, these shareholders will be paid a cash amount equivalent to the market value of the CDIs they would otherwise have received. This payment will be made within five business days following the scheme implementation date, simplifying the process for small parcel holders.
Key Dates and Implementation Steps Ahead
The acquisition timetable is now firmly set. Aura CDIs began conditional and deferred settlement trading on 9 July 2026. The record date for entitlement determination is 10 July, with the scheme implementation and capital raise settlement on 17 July. Following this, Aura CDIs will trade on a normal settlement basis from 20 July, and holding statements will be dispatched the next day. The timing is carefully coordinated to accommodate time zone differences between Australia and the US, where Aura is headquartered.
Legal and Regulatory Compliance Secured
The Federal Court’s approval also provides Aura and Qoria with an exemption under the US Securities Act, relying on the court’s judgment as the basis for exemption from registration requirements. The scheme has proceeded under the statutory provisions of the Corporations Act 2001 (Cth), ensuring full compliance with Australian regulatory standards. This legal framework underpins the orderly transition of ownership and the listing of Aura CDIs on the ASX.
Bottom Line?
With the scheme now effective and trading suspended, the focus shifts to the smooth issuance and market debut of Aura CDIs in mid-July, marking a key milestone in Qoria’s transition.
Questions in the middle?
- How will the market respond to Aura CDIs once normal trading commences on 20 July?
- What impact will the direct cash-out facility have on small parcel shareholders’ returns?
- Could future announcements clarify Aura’s strategic plans post-merger integration?