Who Are Some of the Prominent TMT Shareholders Supporting the Australian Vanadium Scheme?

In a significant development in the mining industry, Australian Vanadium Limited (ASX: AVL) and Technology Metals Australia Limited (ASX: TMT) have announced an increase in the total consideration offered under the scheme of arrangement (Scheme). This move comes as a part of AVL's efforts to acquire TMT and marks a pivotal moment in the strategic landscape of both companies. In this article, we delve into the details of this revised scheme consideration and its implications for shareholders and the mining sector as a whole.

Revised Scheme Consideration

On September 25, 2023, AVL and TMT announced their intention to proceed with a scheme of arrangement. Initially, the Scheme proposed a consideration of 12 AVL shares for every 1 TMT share, referred to as the Original Scheme Consideration. However, the companies have now revised this consideration to 14 AVL shares for every 1 TMT share, termed as the Revised Scheme Consideration. This increase signifies a strategic move to enhance the deal's attractiveness.

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Based on the closing price of AVL shares on December 8, 2023, which was the last trading date before this announcement, the implied value of the Revised Scheme Consideration amounts to $0. 308 per TMT share. This represents a substantial premium of 43. 3% over the closing TMT share price of $0. 215 per share on the same date, indicating the favorable terms of the revised scheme for TMT shareholders.

TMT Shareholders' Perspective

With the implementation of the Revised Scheme Consideration, TMT shareholders stand to gain significant advantages. If the Scheme is enacted, TMT shareholders will collectively hold approximately 42% of the merged group. This increased exposure to the merged entity positions them to benefit from operational and corporate synergies resulting from the creation of a single integrated project.

The TMT board of directors (TMT Board) has unanimously recommended that TMT shareholders vote in favor of the Scheme, provided there is no superior proposal, and the independent expert continues to affirm that the Scheme is in the best interests of TMT shareholders. The TMT Board collectively holds 1. 3% of TMT shares, indicating their confidence in the proposed merger.

Supplementary Scheme Booklet

To provide shareholders with comprehensive information about the increased scheme consideration and related matters, a supplementary Scheme Booklet will be released to the ASX and sent to TMT shareholders in due course. This booklet will further elaborate on the benefits and implications of the Revised Scheme Consideration.

Voting on the Scheme

TMT has received positive voting intention statements from shareholders representing approximately 12. 9% of TMT shares, affirming their intent to vote in favor of the revised Scheme. This support, combined with statements previously received from shareholders representing about 26% of TMT shares, brings the total support for the scheme to 38. 6%.

Shareholders who have provided additional written statements of support for the revised Scheme include prominent holders like Standard Pastoral Company Pty Ltd and Chris Retzos, among others. These statements of support underscore the growing confidence in the proposed merger.

TMT shareholders are encouraged to participate in the voting process, either through online directed proxies or hardcopy proxy forms. The Scheme Meeting is scheduled for January 16, 2024, in Perth, Western Australia. Detailed instructions on how to vote will be provided in the Supplementary Scheme Booklet.

The decision to increase the scheme consideration from 12 AVL shares to 14 AVL shares for every 1 TMT share reflects AVL's commitment to making the merger with TMT an attractive proposition for shareholders. TMT shareholders are presented with an opportunity to hold a significant stake in the merged entity and capitalize on potential synergies.

With strong board recommendations and growing support from shareholders, the proposed merger is poised to reshape the mining sector's landscape, creating a formidable player in the industry. Shareholders await the Scheme Meeting on January 16, 2024, with anticipation, as they cast their votes in favor of this transformative merger.

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