Carnaby clears key hurdle as shareholders back Evolution takeover

Shareholders deliver the key approval

Carnaby Resources Limited (ASX:CNB) has cleared the most important shareholder hurdle in Evolution Mining Limited’s (ASX:EVN) proposed acquisition of the copper explorer. A total of 95.42% of votes cast supported the scheme resolution, while 89.22% of Carnaby shareholders present and voting backed the transaction.

The vote gives Evolution’s proposed takeover the required shareholder majorities, following the earlier acquisition of a 13.7% Carnaby stake. That earlier step was part of Evolution’s path towards full ownership through the 13.7% Carnaby stake scheme of arrangement.

Court approval remains the next gate

Shareholder approval does not yet complete the transaction. The scheme remains subject to approval by the Supreme Court of Western Australia at a second court hearing scheduled for 10:00am AWST on 29 October, as well as the other outstanding conditions set out in the scheme documents.

If those conditions are satisfied or waived where permitted, and the Court approves the scheme, Carnaby intends to lodge the court orders with ASIC on 30 October. That would make the scheme effective, with Carnaby shares expected to be suspended from trading on the ASX from the close of trading that day.

November timetable points to delisting

The indicative timetable has implementation set for 10 November, followed by the expected delisting of Carnaby from the ASX on 11 November. New Evolution shares are expected to begin trading on a deferred settlement basis on 2 November and on a normal T+2 settlement basis from 11 November.

The timetable also includes completion of the Glencore subscription on 2 November and a record date of 3 November. Carnaby says the dates are indicative and may change in consultation with Evolution and in accordance with the scheme implementation deed.

A transaction moving from vote to execution

For Carnaby investors, the decisive vote shifts the central question from shareholder support to execution risk: whether the Court approval and remaining conditions arrive on schedule. The announcement does not state the acquisition consideration or a final transaction value, so the upcoming court process and implementation notices remain the next material markers for holders.