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TORQUE METALS LIMITED.. — M&A Activity 2025
May 27, 2025
65941_rns_2025-05-27_06fca614-6e17-4f03-a853-07bdd8f7d358.pdf
M&A Activity
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28 May 2025
SCHEMES OF ARRANGEMENT – COURT APPROVAL OF SCHEMES
Aston Minerals Limited (ASX: ASO) ( ASO or Aston ) and Torque Metals Limited (ASX: TOR) ( TOR or Torque ) refer to the proposed merger between Torque and Aston by way of schemes of arrangement under the Corporations Act 2001 (Cth), whereby Torque agreed to acquire all of the fully paid ordinary shares in Aston and all of the ASO unlisted options in the class “ASOAH” (together, the Schemes ), as announced on 28 January 2025.
Torque and Aston are pleased to announce that the Supreme Court of Western Australia has today 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 ). Aston intends to lodge an office copy of the Court’s orders with respect to the Schemes with ASIC by 29 May 2025. Once this occurs, it is expected that Aston’s securities will be suspended from trading on the ASX at the close of trading on 29 May 2025.
Subsequent important events and dates
| EVENT | DATE |
| Effective Date of the Schemes and last day of tradingof Aston shares on ASX | Thursday, 29 May 2025 |
| Suspension of trading of Aston shares on ASX | Close of trading on Thursday, 29 May2025 |
| Record Date for determining entitlements to theScheme Consideration | Monday, 2 June 2025 |
| Implementation Date for the issue of SchemeConsideration to Scheme Participants | Tuesday, 10 June 2025 |
| Termination of official quotation of Aston shares onASX | 5:00pm (AWST) on Tuesday, 10 June2025 (or as otherwise determined byASX) |
_________________________________ ASTON MINERALS LIMITED ASX:ASO TORQUE METALS LIMITED ASX:TOR Suite 23, 513 Hay Street, Subiaco, WA Level 16, 1 Spring Street, Perth, WA ACN 144 079 667 ABN 44 621 122 905
The above dates and times are indicative only. Any variation to the above dates and times will be announced to ASX.
This announcement has been approved for release by the Board of Directors of Torque Metals Limited[1] and the Board of Directors of Aston Minerals Limited.
For further information, please contact:
Cristian Moreno Managing Director Torque Metals Limited [email protected]
Russell Bradford
Managing Director and Chairman Aston Minerals Limited [email protected]
1 This announcement has been approved by the non-interested members of the Board of Directors of Torque Metals Limited. Mr Evan Cranston has declared an interest with respect to the transactions underlying the Schemes and did not participate in the consideration of this announcement.
astonminerals.com
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