Nex Metals Explorations Ltd 03

Introduction

  1. The Panel, Marina Kelman, Michael Lishman, and Karen Phin (sitting President), declined to conduct proceedings on an application by Nex Metals Explorations Ltd in relation to its affairs. Nex Metals had submitted (in effect) that following the making of Metalicity’s bid, an agent of Metalicity had engaged in conduct that constituted a breach of sections 619(1) and 623.1 The Panel considered that insufficient material had been provided to support the Panel conducting proceedings.

Nex Metals Explorations Ltd

Introduction

  1. The Panel, Marina Kelman, Michael Lishman and Karen Phin (sitting President) made a declaration of unacceptable circumstances in relation to the affairs of Nex Metals Explorations Ltd. Nex Metals is the subject of a conditional off-market scrip bid by Metalicity Ltd. The Panel considered that the proposed Rights Issue by Nex Metals was a frustrating action in respect of Metalicity’s Bid and that Nex Metals shareholders had not been given sufficient information to enable them to consider the merits of the Rights Issue and the Bid.

Gascoyne Resources Limited

Introduction

  1. The Panel, Denise McComish (sitting President), Bruce McLennan and Rory Moriarty, declined to conduct proceedings on an application by Westgold in relation to the affairs of Gascoyne. The application concerned (among other things) certain aspects of a Scheme Implementation Deed entered into between Gascoyne and Firefly in relation to their proposed merger by way of a Firefly scheme of arrangement, including a ‘fiduciary out’ to the no talk restriction on Gascoyne and the lack of a right for Gascoyne to terminate the Scheme Implementation Deed in the event

AusNet Services Limited 01

Introduction

  1. The Panel, Yasmin Allen (sitting President), Michael Borsky QC and Ron Malek, made a declaration of unacceptable circumstances in relation to the affairs of AusNet Services Limited. The application concerned the exclusivity arrangements AusNet entered with one of two potential bidders who had each submitted unsolicited, confidential, indicative and non-binding proposals to acquire all the issued shares in AusNet by way of scheme of arrangement.

AusNet Services Limited 02

Introduction

  1. The Panel, Yasmin Allen (sitting President), Michael Borsky QC and Ron Malek, declined to conduct proceedings on an application by Brookfield in relation to the affairs of AusNet. AusNet had received competing proposals made by Brookfield and by APA for control of AusNet. The application concerned statements made by APA in market announcements regarding the value of its proposed scrip consideration and the relative conditionality of the Brookfield and APA proposals.

PM Capital Asian Opportunities Fund Limited 03R & 04R - Review Panel Declines to Make Further Interim Orders

The Panel refers to the review applications from each of Paul Moore (and other entities) (Moore) and PM Capital Limited seeking a review of the initial Panel’s decision in PM Capital Asian Opportunities Fund Limited 01 to make a declaration of unacceptable circumstances and final orders in relation to the affairs of PM Capital Asian Opportunities Fund Limited (ASX: PAF) (see TP21/45).

PM Capital Asian Opportunities Fund Limited 01 – Declaration of Unacceptable Circumstances and Orders

The Panel has made a declaration of unacceptable circumstances (Annexure A) and final orders (Annexure B) in relation to an application dated 15 October 2021 by WAM Capital Limited in relation to the affairs of PM Capital Asian Opportunities Fund Limited (ASX: PAF) (see TP21/27).

Background

The following facts are in summary form (see the declaration for more background).

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