Locality Planning Energy Holdings Limited – Panel Accepts Undertakings and Declines to Make Declaration

Following the offering of undertakings by 2 of the directors of Locality Planning Energy Holdings Limited (ASX:LPE) and companies connected with them, to address concerns of the Panel, the Panel declined to make a declaration of unacceptable circumstances in response to an application dated 28 May 2024 from River Capital Pty Limited1 in relation to the affairs of Locality (see TP24/028).

Locality is currently the subject of an off‑market takeover bid by River Capital.

Ringers Western Limited

Introduction

  1. The Panel, Marissa Freund, Neil Pathak and Nicola Wakefield Evans (sitting President), made a declaration of unacceptable circumstances in relation to the affairs of Ringers Western Limited. The application concerned an issue of shares in contravention of section 6061 by Ringers Western. The Panel declared the circumstances unacceptable having regard to (among other things) the effect the contraventions were likely to have on the control or potential control of Ringers Western.

Westgold Resources Limited – Panel Accepts Undertakings and Declines to Make a Declaration

The Panel has accepted undertakings from Westgold Resources Limited (Westgold) and Karora Resources Inc. (Karora) (see Annexure) and declined to make a declaration of unacceptable circumstances in response to an application dated 27 May 2024 from Ramelius Resources Limited (Ramelius) in relation to the affairs of Westgold (see TP24/29).

Mount Isa Minerals Limited

Introduction

  1. The Panel, Joseph Fayyad, Rebecca Maslen‑Stannage (sitting President) and John McGlue declined to conduct proceedings on an application by Lantech Developments Pty Ltd in relation to the affairs of Mount Isa Minerals Limited. The application concerned allegations that certain lenders to, and shareholders and directors of, Mount Isa Minerals were associated and were acting together to affect the composition of the board and to otherwise control and manage the company to the exclusion of other shareholders.

Pacific Smiles Group Limited – Panel Declines to Make Orders

The Panel has declined to make orders in relation to an application dated 17 May 2024 by NDC BidCo Pty Ltd in relation to the affairs of Pacific Smiles Group Limited (Pacific Smiles) (see TP24/24).

Background

Between 6 and 15 December 2023, Beam Investment Co Pty Limited (Beam) entered into several agreements with its consortium partners (referred to as Acquisition Agreements).

Sierra Rutile Holdings Limited – Panel Declines to Conduct Proceedings

The Panel has declined to conduct proceedings on an application dated 23 May 2024 from PRM Services LLC in relation to the affairs of Sierra Rutile Holdings Limited.

Sierra Rutile is the subject of an on-market takeover bid by PRM Services at A$0.095 per share. The application concerned (among other things) whether the “Concert Parties” (as defined in the application, including Mano Mining and Logistics Limited, Rockbridge Overseas Limited, Leonoil Company Limited and Gemcorp Commodities Assets Holdings Limited):

Vintage Energy Limited 02R

Introduction

  1. The Panel, Alex Cartel (sitting President), Michael Lishman and Diana Nicholson declined to conduct proceedings on an application by Keybridge Capital Limited to review the decision of the initial Panel to decline to conduct proceedings in Vintage Energy Limited.1 The review application concerned a placement and non-renounceable entitlement offer announced by Vintage on 25 March 2024.