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BRIGHTSTAR RESOURCES LIMITED M&A Activity 2023

May 17, 2023

64581_rns_2023-05-17_b7da883e-40a2-4dc6-b92f-4b756122a0f7.pdf

M&A Activity

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Kingwest Resources Ltd ASX: KWR

Shares on Issue 281,726,818

Directors & Management

Executive Chairman Gregory Bittar

Chief Operating Officer Dean Vallve

Non Executive Directors Jonathan Downes Ashok Parekh

Company Secretary Stephen Brockhurst -

Principal Place of Business Unit 3, Churchill Court 335 Hay Street Subiaco WA 6008

Registered Office

Level 8 216 St Georges Terrace Perth WA 6000

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18 May 2023

– SCHEMES OF ARRANGEMENT COURT APPROVAL OF SCHEMES

Kingwest Resources Limited ( Kingwest or the Company ) (ASX: KWR) refers to the proposed strategic merger with Brightstar Resources Limited ( Brightstar ) (ASX:BTR) under which Brightstar will acquire 100% of the issued capital in Kingwest by way of schemes of arrangement, as announced on 23 December 2022 ( Schemes ).[1]

Kingwest is pleased to announce that the Supreme Court of Western Australia has made orders approving the Schemes.

The Schemes will become legally effective following lodgement of the Court orders with the Australian Securities and Investments Commission ( ASIC ). Kingwest intends to lodge an office copy of the Court’s orders with respect to the Schemes with ASIC on 19 May 2023. Once this occurs, it is expected that Kingwest’s shares will be suspended from trading on the ASX at the close of trading on 19 May 2023.

SUBSEQUENT IMPORTANT EVENTS AND DATES

Event Date
Effective Date and last day of trading of Kingwest Shares on ASX 19 May 2023
Record Date for determining entitlements to the Scheme Consideration 23 May 2023
Implementation Date 26 May 2023
Termination of official quotation of Kingwest Shares 5:00pm (AWST), 29 May 2023

The above dates and times are indicative only. Any variation to the above dates and times will be announced to ASX (and accordingly, details of any variations will be available on ASX’s website (www.asx.com.au)) and will be published on Kingwest’s website (www.kingwestresources.com.au).

SCHEMES CONSIDERATION

On the Implementation Date, eligible Kingwest securityholders will receive:

  • under the Share Scheme of Arrangement, 1 New BTR Share for every 0.38 KWR Shares held on the Record Date; and

Contact

T 08 9481 0389

E [email protected] W www.kingwestresources.com.au

  • under the Option Scheme of Arrangement, 1 New BTR Option for every 0.38 KWR Options held on the Record Date.

Capitalised terms not otherwise defined in this announcement have the meaning given in the SID.

Further information contacts:

Gregory Bittar: Executive Chairman

T: 61+ 8 9481 0389 E: [email protected]

Kingwest Scheme Information Line: International: +61 2 9068 1925 Direct: 1300 103 103 392

Authorised for release to the ASX by the Board of Kingwest.

  • 1 Refers to the Scheme Implementation Deed announced on 23 December 2022 and varied on 15 March 2023 (together, SID )