Improved Terms for Mount Sholl Option Agreement
Summary by AI BETAClose X
4 November 2026
Forgent plc
("Forgent" or the "Company")
Improved Commercial Terms for Mount Sholl Option Agreement
Staged consideration payments support acquisition of significant mineral resource while managing shareholder dilution
Forgent plc (AIM: FORG), the Australian-focused critical and precious minerals explorer, is pleased to announce that it has agreed revised commercial terms with Raiden Resources Limited ("Raiden") (ASX: RDN) and the other relevant parties to its existing option agreement to acquire an 80% interest in the Mount Sholl Nickel-Copper-PGE Project ("Mount Sholl" or the "Project") in Western Australia and an extension of the option.
Highlights
- Total consideration unchanged at A$2.7 million, comprising A$1.35 million in cash and A$1.35 million in Forgent ordinary shares.
- Consideration payable in four staged instalments, with A$975,000 payable upon exercise and A$575,000 payable three, six and nine months thereafter.
- Full 80% interest acquired upon exercise, with A$1.725 million of the exercise consideration payable on a deferred basis.
- Equity pricing linked to market conditions, with half of the share consideration comprising each instalment priced by reference to the 10-day volume-weighted average price ("VWAP") immediately before exercise of the option and the remaining half priced by reference to the 10-day VWAP immediately before the relevant issue date.
- Six-month lock-in applicable to 50% of the shares issued under each instalment.
Revised terms
Under the original agreement announced on 8 June 2026, the full A$2.7 million consideration was payable upon exercise of the option. Under the revised terms, if Forgent exercises the option, the first instalment will be A$975,000, comprising A$437,500 in cash and A$537,500 in Forgent shares, payable upon exercise. The remaining consideration will be settled in three further instalments of A$575,000 at three, six and nine months thereafter. The three-month and six-month instalments will each comprise A$304,167 in cash and A$270,833 in Forgent shares, and the nine-month instalment will comprise A$304,166 in cash and A$270,834 in Forgent shares. This arrangement reduces the initial consideration payable upon exercise by approximately 64%, while preserving the Company's ability to secure the full 80% interest in Mount Sholl at that point.
The equity consideration will also be structured to balance pricing certainty with prevailing market conditions. Half of the share consideration comprising each instalment will be priced by reference to the 10-day VWAP immediately preceding exercise of the option, with the remaining half priced by reference to the 10-day VWAP immediately preceding the relevant quarterly issuance. In addition, 50% of the new shares issued under each instalment will be subject to a six-month contractual lock-in from the relevant issue date.
The option has been extended until 14 November 2026. Subject to exercise of the option, as security for the deferred consideration it is intended that the Company and the vendors will enter into security arrangement over the Company's 80% interest in the Mount Sholl tenements until all four instalments have been paid in full, at which point the security would be released.
No additional consideration is payable in respect of the revised terms. The variation does not constitute an exercise of the option, which remains subject to a separate decision by Forgent.
As previously announced, Raiden will retain a 20% interest in Mount Sholl, free-carried through up to A$4 million gross (A$800,000 net for Raiden's share) in direct project expenditure, after which the interest will be subject to standard dilution formula under a Joint Operating Agreement.
About Mount Sholl
Mount Sholl is located approximately 22km south-east of Karratha in the Pilbara region of Western Australia, the Project contains an existing JORC (2012) Mineral Resource Estimate of 23.4 million tonnes at 0.36% nickel, 0.40% copper and 0.31g/t platinum group elements and gold. Mount Sholl offers an established mineral resource, significant exploration upside and access to existing regional infrastructure.
James Parsons, Chief Executive Officer of Forgent, commented:
"Mount Sholl offers Forgent the opportunity to add a substantial existing nickel, copper and PGE resource to its growing Western Australian portfolio. The revised option terms materially reduce the consideration payable on exercise while preserving our ability to acquire the full 80% interest at that point. In addition, by spreading the equity issuance over nine months, we avoid concentrating the dilution impact at a single moment in time.
I would particularly like to thank Raiden and its management team for their constructive engagement and flexibility in reaching these revised terms. We believe the arrangements are commercially sensible for both parties and reflect a shared interest in seeing Mount Sholl successfully advanced.
We are continuing to make good progress across our wider portfolio, with the initial assay results from our Phase II drilling programme at Peak Hill expected imminently.”
For further information on Forgent plc, visit the Company’s website www.forgentplc.com or contact:
ENQUIRIES
FORGENT plc
James Parsons
c/o Camarco
Strand Hanson – Nomad & Financial Adviser
James Harris / Richard Johnson
Tel: +44 20 7409 3494
Global Investment Strategy UK Ltd – Broker
Christopher Kipling / Samantha Esqulant
Tel: +44 20 7048 9045
Camarco – Financial PR
Billy Clegg / Georgia Edmonds / Fergus Young
Tel: 0203 757 4980
Email: forgent@camarco.co.uk
Follow Forgent on:
LinkedIn: linkedin.com/company/forgentplc/
This announcement contains inside information as defined in Article 7 of the EU Market Abuse Regulation No 596/2014 as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended, and is disclosed in accordance with the Company’s obligations under Article 17 of that Regulation.
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