Update on regulatory approvals for proposed combination with Energy Fuels
AIM and Media Release
2 July 2024
Base Resources Limited
Update on regulatory approvals for proposed combination with Energy Fuels
Base Resources Limited (ASX & AIM: BSE) (Base Resources or the Company) provides the following update in relation to its proposed combination with Energy Fuels Inc. (Energy Fuels) to create a global critical minerals company with a focus on rare earth elements, heavy mineral sands, uranium and vanadium production (Proposed Combination), to be effected by way of scheme of arrangement (Scheme).
Regulatory approvals
On 1 July 2024, the Company received notice from the Competition Authority of Kenya that it has approved the Proposed Combination pursuant to the Competition Act of Kenya (No. 12 of 2010). As the approval provided was unconditional, the relevant condition precedent to implementation of the Scheme has been satisfied.
The other regulatory approval conditions precedent to implementation of the Scheme concern applications to Australia’s Foreign Investment Review Board and the Malagasy Competition Council, each of which remain under review by the relevant regulatory body.
Scheme Booklet despatch and updated timetable
The Scheme Booklet to be provided to shareholders is well advanced, with despatch targeted for early August following the First Court Hearing. The Scheme Booklet will contain key information about the Proposed Combination and the Scheme, an Independent Expert’s Report and will formally convene the meeting of shareholders to consider the Scheme (Scheme Meeting). An updated indicative timetable for the Proposed Combination is below.
Base Resources Directors continue to unanimously recommend that shareholders vote in favour of the Proposed Combination in the absence of a superior proposal and subject to the Independent Expert concluding, and continuing to conclude, that the Scheme is in the best interests of Base Resources shareholders.
| Event | Indicative timing |
| First Court Hearing to approve the Scheme Booklet and formally convene Scheme Meeting | Early August |
| Despatch of Scheme Booklet to Base Resources Shareholders | Early August |
| Scheme Meeting | Early September |
| Second Court Hearing | Mid-September |
| Effective Date | Mid-September |
| Record dates for Scheme and Special Dividend | Mid-September |
| Special Dividend Payment Date | Late September |
| Implementation Date | Late September |
ENDS.
For further information contact:
| Australian Media Relations | UK Media Relations |
| Morrow Sodali | Tavistock Communications |
| Cameron Gilenko and Michael Weir | Jos Simson and Gareth Tredway |
| Tel: +61 8 6160 4900 | Tel: +44 207 920 3150 |
This release has been authorised by the Base Resources Disclosure Committee.
About Base Resources
Base Resources is an Australian based, African focused, mineral sands producer and developer with a track record of project delivery and operational performance. The Company operates the established Kwale Operations in Kenya and is developing the Toliara Project in Madagascar. Base Resources is an ASX and AIM listed company. Further details about Base Resources are available at www.baseresources.com.au.
PRINCIPAL & REGISTERED OFFICE
Level 3, 46 Colin Street
West Perth, Western Australia, 6005
Email: info@baseresources.com.au
Phone: +61 8 9413 7400
Fax: +61 8 9322 8912
NOMINATED ADVISER & JOINT BROKER
Canaccord Genuity Limited
James Asensio / Raj Khatri / George Grainger
Phone: +44 20 7523 8000
JOINT BROKER
Berenberg
Matthew Armitt / Detlir Elezi
Phone: +44 20 3207 7800
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