The Supreme Court of Western Australia has approved Evolution Mining’s scheme to acquire the Carnaby Resources shares it does not already own. The transaction is expected to become effective on 30 October, with Carnaby’s ASX delisting targeted for 11 November.
- Western Australian Supreme Court approves Evolution’s Carnaby scheme
- Court orders expected to be lodged with ASIC on 30 October
- Carnaby trading expected to end on 30 October
- Scheme implementation targeted for 10 November
- ASX delisting expected on 11 November
Evolution Mining’s takeover of Carnaby Resources has cleared its most significant remaining legal hurdle, with the Supreme Court of Western Australia approving the scheme of arrangement on 29 October. The court order moves the transaction from shareholder approval into its final implementation phase, although the scheme is not yet effective.
Court Approval Moves Takeover Into Final Stage
Carnaby said it intends to lodge an office copy of the court orders with ASIC on Friday, 30 October. If that occurs, the scheme will become effective and Carnaby expects to request suspension of its ASX quotation from the close of trading that day.
The court decision follows the Carnaby shareholder scheme approval, which left court approval as the key remaining hurdle. The scheme covers Evolution’s acquisition of all Carnaby shares it does not already hold.
Trading Ends Before November Implementation
The indicative timetable places the record date at 4:00pm AWST on 3 November, with implementation scheduled for 10 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. Carnaby is expected to be delisted from the ASX on 11 November, marking the point at which the listed company disappears from the exchange rather than merely entering a temporary trading suspension.
Indicative Dates Still Carry Execution Risk
Carnaby describes the dates as indicative and says they may change in consultation with Evolution and under the scheme implementation deed. The immediate point of execution is therefore ASIC lodgement on 30 October: until that step occurs, the court-approved scheme remains short of becoming effective.
Bottom Line?
The takeover now appears to hinge less on approval than on the orderly completion of ASIC lodgement, settlement and the final exchange delisting steps.
Questions in the middle?
- Will Carnaby lodge the court orders with ASIC on 30 October as scheduled?
- Will the indicative settlement and implementation dates change before the scheme is completed?
- How will the Glencore subscription fit into the final transaction timetable?