Stanmore Resources Limited has signed a share sales agreement to acquire the remaining 50% interest in MetRes Pty Ltd, noting the acquisition had been completed concurrently.
Prior to the acquisition, Stanmore held a 50% stake in MetRes, a 50/50 joint venture with Marmilu Pty Ltd (an M Resources affiliated entity), which controls the Millennium and Mavis Downs mines. Stanmore now owns the entire company.
Stanmore has increased its finance facility with MetRes to $105 million and extended its expiry date to align repayment terms with projected project returns.
The parties have executed a share sale agreement, executed a royalty deed, and amended the operating agreement, allowing M Mining to manage MetRes operations, with a focus on underground operations, on a cost pass-through basis and agreed management fee.
The key terms of the acquisition are as follows:
- The company has paid $1.00 in cash consideration for acquiring the assets;
- Stanmore will take over all assets, rights, and obligations related to MetRes, including its existing finance facility and potential future environmental rehabilitation liabilities;
- There were no conditions in the sale agreement that required to be satisfied in connection with the Acquisition because the sale agreement was executed and finalised concurrently; and
- The parties have signed a royalty deed, requiring Marmilu to pay royalties on mine coal sales, except during peak coal prices, once Stanmore’s net investments, including their existing loan, have been returned.
According to Stanmore, the acquisition of MetRes’ remaining 50% interest will enable the company, the main creditor, to consolidate ownership and streamline operations between Millennium and adjacent Poitrel and Red Mountain operations, overcoming development challenges. This will also allow MetRes to join Stanmore’s tax consolidated group, benefiting from accounting and corporate efficiencies.
