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Aeris Annual Report 2022

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SIGNIFICANT EVENTS AFTER THE BALANCE DATE<br />

ACQUISITION OF ROUND OAK<br />

MINERALS PTY LIMITED<br />

On 1 July <strong>2022</strong>, <strong>Aeris</strong> Resources Limited acquired 100%<br />

of the issued shares in Round Oak Minerals Pty Limited<br />

(Round Oak) from Washington H. Soul Pattinson Limited,<br />

for a total consideration of A$234 million. Round Oak<br />

is the owner of a diverse portfolio of high-quality Australian<br />

copper and zinc assets. The addition of these assets<br />

to the existing <strong>Aeris</strong> portfolio will transform the Company<br />

into a diversified, mid-tier producer with significant<br />

high-grade ore reserve tonnes and further organic<br />

growth opportunities<br />

The transaction was approved by <strong>Aeris</strong> shareholders at<br />

an Extraordinary General Meeting held on 24 June <strong>2022</strong>.<br />

The financial effects of this transaction have not<br />

been recognised on 30 June <strong>2022</strong>. The operating<br />

results and assets and liabilities of the acquired<br />

company will be consolidated from 1 July <strong>2022</strong>.<br />

The purchase consideration for the acquisition<br />

includes the following components:<br />

• cash payment on settlement of A$80 million; and<br />

• the issue and allotment of fully paid ordinary shares<br />

in <strong>Aeris</strong> at a deemed issue price of A$0.105 per<br />

share to a total value of A$154 million, being<br />

1,466,666,667 shares.<br />

Acquisition-related costs of A$1,951,000 have<br />

been recognised in the consolidated statement<br />

of comprehensive income for the year ended 30 June <strong>2022</strong>.<br />

At the time the financial statements were authorised for<br />

issue, the consolidated entity had not yet completed<br />

the accounting for the acquisition of Round Oak.<br />

Independent valuations of the fair value of the assets<br />

and liabilities acquired are still being finalised. It is also<br />

not yet possible to provide detailed information about<br />

each class of acquired receivables and any<br />

contingent liabilities of the acquired entity.<br />

ISSUE OF SHARES UNDER<br />

CONDITIONAL PLACEMENT<br />

On 1 July <strong>2022</strong>, the Company issued 162,781,913<br />

fully paid ordinary shares in <strong>Aeris</strong> to an existing Institutional<br />

shareholder, Paradice Investment Management<br />

Pty Ltd (Paradice), at $0.105 per share to raise<br />

$17.1 million. The issue of the shares was subject to:<br />

• the Company obtaining shareholder approval<br />

to issue the shares to Paradice; and<br />

• completion of the acquisition of Round Oak<br />

Minerals Pty Limited (Round Oak).<br />

The acquisition of Round Oak was approved<br />

by <strong>Aeris</strong> shareholders at an Extraordinary<br />

General Meeting held on 24 June <strong>2022</strong> and<br />

the acquisition was completed on 1 July <strong>2022</strong>.<br />

CONSOLIDATION OF SHARE CAPITAL<br />

On 8 July <strong>2022</strong>, the Company completed a share<br />

consolidation. <strong>Aeris</strong> shares were consolidated at<br />

the ratio of 7 fully paid ordinary shares into 1 fully<br />

paid ordinary share. Performance rights were also<br />

consolidated at the same ratio as the ordinary shares.<br />

Other events<br />

No other matter or circumstance has arisen in the interval<br />

between the end of the financial year and the dates<br />

of this report that has significantly affected or may<br />

significantly affect the operations of the consolidated<br />

entity; the results of those operations; or the state of affairs<br />

of the consolidated entity in subsequent financial years.<br />

ADVANCING AERIS<br />

55

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