for the year ended 30 June 2024 FINANCIAL REPORT DIRECTORS’ REPORT 38 Westgold Resources Limited Annual Report 2024 SIGNIFICANT EVENTS AFTER THE BALANCE DATE Merger between Westgold and Karora Resources Inc. (Karora) Subsequent to the year end, the Company announced: – On 1 August 2024, the wholly owned subsidiary of Westgold (“AcquireCo”) acquired 100% of the issued and outstanding common shares of Karora; – Karora is a multi-asset mineral resource company. The Corporation’s main assets are located in Western Australia and comprise its 100% interest in the Beta Hunt Mine (“Beta Hunt”) which is owned by Karora (Beta Hunt) Pty Ltd.; its 100% interest in the Higginsville processing and gold mining operation; and its Lakewood processing facility; – This merger creates a globally investable, mid-tier gold producer operating exclusively in Western Australia with a combination of mining and processing assets, people and balance sheet. This includes the combination of operations across Karora’s Beta Hunt and Higginsville properties and Westgold’s Murchison and Bryah properties, and is expected to create synergies; – This merger enhanced capital markets profile with increased scale, trading liquidity and quality to be attractive to both gold and generalist investors across ASX, TSX and OTCQX; – The formal completion of the transaction follows the receipt of key approvals for the transaction from the Ontario Superior Court of Justice in Canada, including approval by the Karora shareholders, the Foreign Investment Review Board and the Takeovers Panel during July 2024; – With the successful completion of the transaction, Westgold will exercise operational control and economic ownership at Karora effective from 1 August 2024; – The consideration was funded through a combination of existing cash reserves and equity. Karora shareholders received 2.524 Westgold fully paid ordinary shares, C$0.68 in cash, and 0.30 of a share in Culico Metals Inc., a wholly-owned subsidiary of Karora for each Karora common share held at the closing of the transaction; – Fair value of the share consideration was $1,243 million and cash consideration paid was $126 million. The total consideration for the transaction was $1,369 million; – At the date of this report the initial business combination accounting is incomplete. Dividends Subsequent to period end, the Company declared a fully franked dividend of 1.25 cents (AUD) per share. The total amount of the dividend has not been provided for in the 30 June 2024 Financial Statements. Listed on the Toronto Stock exchange (TSX) On 6 August 2024, Westgold’s shares commenced trading on TSX following the completion of the merger between Westgold and Karora. Appointment of new directors On completion of the Merger, Karora Managing Director - Australia, Leigh Junk, and Karora Director Shirley In’t Veld have been appointed to Westgold’s Board. Westgold Chair the Hon. Cheryl Edwardes AM will continue in her role, as will the other members of the incumbent Westgold Board, including Managing Director and CEO, Wayne Bramwell. Apart from the above, no matters or circumstances have arisen since the end of the year which significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group in future financial periods.
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