Perenti Limited (ASX:PRN) entered into an agreement to acquire DDH1 Limited (ASX:DDH) for approximately AUD 400 million on June 26, 2023. Under the terms of the transaction, DDH1 shareholders will receive consideration of AUD 0.1238 cash plus 0.71114 Perenti Shares for each DDH1 Share held at the record date, unless an election is made. On completion, DDH1 will combine with Perenti to create the ASX?s leading contract mining services group. Rob Cole to remain Chair of Perenti; Mark Norwell and Peter Bryant will remain MD & CEO and CFO of Perenti, respectively. DDH1 CEO, Sy Van Dyk, will become President of the newly formed Drilling Services Division, which will include DDH1 Ranger, Strike, Swick and Perenti?s Ausdrill. Unanimously recommended by the DDH1 Board (who control 13.1% of shares outstanding), in the absence of a superior proposal and subject to the Independent Expert concluding that the Scheme is in the best interests of shareholders. Transaction is subject to court approval. DDH1 has declared a dividend of AUD 0.0196 per DDH1 Share for the period ended June 30, 2023. Perenti has determined that no dividend will be paid in respect of the period ending June 30, 2023. This means the Perenti Actual Dividend, and PAD1 and PAD2 referred to in the Scheme Booklet, will all be zero. The consideration VWAP (CVWAP), being the volume-weighted average price of Perenti Shares traded on the ASX over the five-trading day period that ends two business days prior to the Election Date, is currently expected to be calculated after the close-of-trade on September 8, 2023 and is not yet finalised at the date of releasing this Supplementary Scheme Booklet. Completion of the proposed transaction is anticipated to occur in early October 2023. The transaction is expected to close on October 6, 2023. Perenti is being advised by UBS Securities Australia Ltd and MA Moelis Australia acted as financial advisor to DDH1 Limited, Johnson Winter & Slattery acted as legal advisor to Perenti and Clayton Utz acted as legal advisor to DDH1 Limited.

Perenti Limited (ASX:PRN) completed the acquisition of DDH1 Limited (ASX:DDH) on September 27, 2023. DDH1 currently expects that on average across a shareholder?s entire holding: (i) shareholders who elected to receive the Standard Consideration will receive approximately 0.6924 Perenti shares plus AUD 0.1238 cash, for every DDH1 share held at the Record Date; or (ii) shareholders who elected to receive the Maximum Cash Consideration will receive approximately 0.5263 Perenti shares plus approximately AUD 0.2978 cash, for every DDH1 share held at the Record Date; or (iii) shareholders who elected to receive the Maximum Scrip Consideration will receive approximately 0.8105 Perenti shares for every DDH1 share held at the Record Date. As of October 6, 2023, an aggregate cash consideration of AUD 50,010,897.39 was paid, Perenti has issued a total of 279,704,558 new Perenti shares in accordance with the Scheme. The new Perenti shares are expected to commence trading on the ASX on 9 October 2023. On completion, Mark Hine will take the opportunity to retire from the Perenti Board; and Diane Smith-Gander AO and Andrea Sutton will be appointed to the Perenti Board. It is anticipated that Diane and Andrea will be appointed on Monday, 16 October 2023. DDH1 will be delisted from the official list of ASX, which is expected to take effect from the close of trading on 9 October 2023.