Astral Resources (ASX:AAR) has acquired a 19.99% shareholding in Maximus Resources (ASX:MXR) with both companies in talks regarding a corporate transaction.
Astral has submitted a non-binding indicative proposal to Maximus to acquire all outstanding issued shares of Maximus for $0.07 per share by way of an all-scrip, off-market takeover.
Astral has appointed Taylor Collison as its financial advisor and Thomson Geer as its legal advisor. Maximus has appointed EMK Lawyers as its legal advisor.
While the Maximus board has not made a final determination, it has agreed to progress due diligence and negotiations of a binding transaction implementation deed with Astral on an exclusive basis.
Astral has also entered into two separate share sale agreements to acquire 85.5 million Maximus shares, representing an aggregate shareholding of 19.99%. The transaction was conducted with Beacon Minerals and Colin Petroulas as a share swap, with Astral agreeing to issue some 40.8 million shares as consideration for the stake.
Based on the two-day volume weighted average price (VWAP) of Astral shares up to and including 24 December 2024, the implied acquisition price was $0.07 per share.
Astral considers the proposed transaction represents a compelling opportunity for Maximus whose shareholders would become invested in a company with a combined mineral resources inventory of 1.8 million ounces, more share liquidity, and no near-term capital raising requirements.
The proposed offer price also represents a value of $91 per ounce based on the current Maximus published JORC-compliant MRE.
Astral and Maximus have entered into an exclusivity deed which grants Astral the opportunity to negotiate in good faith with a view to agreeing binding terms with Maximus until 31 January 2025.
Write to Adam Orlando at Mining.com.au
Images: Astral
