Develop Global Limited (ASX:DVP) agreed to acquire Heron Resources Limited (ASX:HRR) from OMF Fund II (H) LP, managed by Orion Mine Finance, Castlelake, L.P., Nomad Royalty Company Ltd. (TSX:NSR) and others for approximately AUD 100 million on February 17, 2022. Acquisition to be done by way of a deed of company arrangement (DOCA). Under the transaction, develop will pay AUD 15 million in cash and AUD 15 million by the issue of approximately 4.78 million new fully paid ordinary shares in Develop, at an issue price of AUD 3.1362 per share. Transaction also includes aggregate contingent consideration of up to AUD 70 million to be payable in cash or shares or a combination of both. Develop is undertaking AUD 50 million equity raising to fund the acquisition. Equity raising comprising AUD 25 million institutional placement and AUD 25 million 1 for 18.6 accelerated non-renounceable entitlement offer. Approximately 15.2 million new fully paid ordinary shares to be issued under the Equity Raise.
Heron Second Creditors’ Meeting to approve Transaction in Late February. As of February 18, 2022, Administrators of Heron Resources Limited announced to convene meeting of creditors on February 25, 2022. Transaction is also subject to Court approval, Australian Securities and Investment Commission relief for the purposes of section 606 of the Corporations Act, Ministerial approval for the change of control relating to Heron’s tenements and other conditions. As on February 25, 2022, creditors subsequently resolved for Heron and the Subsidiaries to enter into the DOCA proposed by Develop. On 30 March 2022, the Deed Administrators filed an originating process in the New South Wales Supreme Court. If the Court makes the 444GA Order, provided that all other conditions to the effectuation of the DOCA have been satisfied or waived, then 100% of the shares in Heron will be transferred to Develop
Orion, Nomad and Castlelake (who, together, hold in aggregate more than 50% of Heron) have agreed to vote in favour of the DOCA proposed by Develop. Transaction is expected to complete in April 2022. Sternship Advisers Pty Ltd. acted as financial advisor and Ashurst Australia acted as legal advisor to Develop.
Develop Global Limited (ASX:DVP) completed the acquisition of Heron Resources Limited (ASX:HRR) from OMF Fund II (H) LP, managed by Orion Mine Finance, Castlelake, L.P., Nomad Royalty Company Ltd. (TSX:NSR) and others on May 20, 2022.