IronClad Mining (ASX:IFE) and Trafford Resources (ASX:TRF) have executed a merger agreement that will see IronClad acquire all of the issued shares in Trafford under a Scheme of Arrangement.
Given that Trafford was the major shareholder of Ironclad it will remove duplication/repetition of share ownership and lower administrative costs and listings costs, it is surprising it did not occur sooner.
Under the proposed scheme IronClad will offer one IronClad share for every one Trafford share. This will result in IronClad issuing an additional 128,653,062 shares.
This will mean that, upon completion of the transaction, IronClad will have a total of 236,856,933 shares on issue. The value of the 28.7 million IronClad shares currently owned by Trafford has been taken into account, by the independent directors in arriving at Trafford’s value and hence the merger share ratio.
Following completion of the transaction it is intended that those shares be cancelled.
The offer is subject to a number of conditions, including receipt of ASIC, ASX and other regulatory approvals and no material adverse change or prescribed event for either company.
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