Alkane is pleased to give an update on its previously announced plan of arrangement with Mandalay Resources under the Business Corporations Act (British Columbia), pursuant to which Alkane has agreed to indirectly acquire all of the issued and outstanding common shares of Mandalay (the “Transaction”).
FIRB Approval
On 26 June 2025, Alkane received written confirmation from the Foreign Investment Review Board (“FIRB”) that the Australian Commonwealth Government has no objection to the Transaction under the Foreign Acquisitions and Takeovers Act 1975 (Cth). The FIRB approval condition contained in the definitive arrangement agreement dated 27 April 2025 between Alkane and Mandalay in respect of the Transaction (“Arrangement Agreement”) has now been satisfied.
ASIC Relief
Sections 707(3) and 707(4) of the Corporations Act 2001 (Cth) require Alkane to make disclosure under Part 6D.2 of the Corporations Act if any Alkane shares issued to Mandalay shareholders pursuant to the Transaction are to be sold within 12 months of their issue. However, Alkane has received relief from this requirement from the Australian Securities and Investments Commission (“ASIC”) so that Mandalay shareholders who receive Alkane shares pursuant to the Transaction may freely trade their Alkane shares within Australia (including on the ASX) without the need for such disclosure under Part 6D.2 (the “Relief”). The condition contained in the Arrangement Agreement concerning the grant of the Relief by ASIC has now been satisfied.
Alkane Managing Director & CEO Nic Earner said: “Detailed information on the merger transaction is now available, together with voting instructions for the Alkane and Mandalay shareholder meetings to be held on 28 July 2025.
“The recent satisfaction of the FIRB and other regulatory approvals represent further important milestones and de-risking events for the progression of the merger. I encourage Alkane shareholders to carefully read the information made available by Alkane, and to vote in favour (whether by proxy or in person) of the Transaction resolutions at the upcoming general meeting of Alkane shareholders.
“The Transaction has been unanimously approved by the boards of directors of both Mandalay and Alkane. Both boards of directors unanimously recommend that their respective shareholders vote in favour of the Transaction.”