Latin Resources Limited (ASX: LRS) (Latin Resources) provides the following update in relation to the proposal for by Pilbara Minerals Limited (ASX: PLS) (Pilbara Minerals) to acquire 100% of the fully paid ordinary shares in Latin Resources by way of a scheme of arrangement (Share Scheme) and 100% of the options in Latin Resources by way of an option scheme of arrangement (Option Scheme).
COURT ORDERS
The Supreme Court of Western Australia has today made orders: that Latin Resources convene and hold: a meeting of Latin Resources shareholder to consider and vote on the Share Scheme (Share Scheme Meeting) and a meeting of Latin Resources optionholders to consider and vote on the Option Scheme (Option Scheme Meeting), (together, the Scheme Meetings) and approving the distribution to Latin Resources securityholders of an explanatory statement providing information about the Share Scheme and Option Scheme and the notices of meeting for the Scheme Meetings (Scheme Booklet).
DEMERGER
In conjunction with the Schemes, Latin Resources is also proposing to undertake a demerger of its non-core Australian, Peruvian and Argentinian mineral exploration assets and projects by way of a transfer of those assets such that they are held (directly or indirectly) by ESG Minerals Limited and a capital reduction and in specie distribution of fully paid ordinary share in ESG Minerals Limited (Demerger). Latin Resources will also convene a general meeting of Latin Resources shareholders to consider a proposed resolution approving the capital reduction and in-specie distribution (Demerger Meeting).
SCHEME MEETINGS AND DEMERGER MEETING
The Scheme Meetings and Demerger Meeting will take place in person on Thursday, 16 January 2025 at the Ebell room at Trinity College, 230 Hampden Road, Crawley. The Demerger Meeting will be held at 10.00am (AWST), the Share Scheme Meeting will be held at the later of 10.30am (AWST) and the conclusion of the Demerger Meeting, and the Option Scheme Meeting will be held at the later of 11.00am (AWST) and the conclusion of the Share Scheme Meeting. All registered Latin Resources shareholders as at 7.00pm (AEDT) on Tuesday, 14 January 2025 will be eligible to vote at the Demerger Meeting and Share Scheme Meeting. All registered Latin Resources' optionholders as at 7.00pm (AEDT) on Tuesday, 14 January 2024 will be eligible to vote at the Option Scheme Meeting. All Latin Resources securityholders are encouraged to vote either by completing and returning the proxy form or attending the relevant Scheme Meeting in person or by proxy, attorney or corporate representative. The Scheme Booklet provides information on how to lodge your proxy form.
SCHEME BOOKLET
The Scheme Booklet is expected to be released to ASX on Friday 29 November 2024 following registration with the Australian Securities and Investments Commission. The Scheme Booklet will include a copy of an independent expert's report. A copy of the Scheme Booklet will also be available on Latin Resource's website (https://www.latinresources.com.au/asx-announcements/) following release on ASX. You should carefully read the Scheme Booklet in its entirety before making any decision in relation to the Share Scheme, Option Scheme and Demerger (as applicable). You are encouraged to seek financial, legal, taxation and/or other professional advice before making any voting or investment decision in relation to your Latin Resources securities. Reasons for you to vote for or against the Scheme will be set out in the Scheme Booklet.
This announcement has been authorised for release to ASX by the Board of Latin Resources.
Contact:
Chris Gale
Managing Director
Latin Resources Limited
Tel: +61 8 6117 4798
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