AuKing Mining Ltd (ASX:AKN) has paused its planned acquisition of Orion Resources Pty Ltd, after Orion missed the scheduled settlement deadline for its purchase of the Cloncurry Gold Project assets in north-west Queensland.
In a short update to the ASX, AuKing said Orion had secured financing and executed binding facility agreements — with funds placed into Orion’s solicitor’s trust account — ahead of the scheduled settlement at 5pm WST on Monday, November 3.
However, the funds could not be remitted because a key condition precedent had not been met. According to Orion, the vendors of the Cloncurry Gold assets were unable to finalise the release of existing security over part of the project, preventing completion.
AuKing, which is not a party to Orion’s purchase agreement and is relying on information provided by Orion, said the parties involved in the transaction are now in discussions to extend the settlement date to allow the remaining condition precedent to be satisfied.
ASX rules halt AuKing’s Orion takeover plan
The delayed settlement follows AuKing’s proposal to acquire 100% of Orion for $16.2 million, announced in September. The deal would have seen AuKing effectively secure full ownership of the Cloncurry Gold assets by taking over Orion in exchange for shares plus a placement and upfront payment to Orion shareholders.
But AuKing has now confirmed it will not proceed on the current terms after the ASX determined that Listing Rules 11.1.2 and 11.1.3 apply to the proposed acquisition. Those rules relate to transactions that would fundamentally change the nature or scale of a company’s activities, potentially requiring shareholder approval and/or re-compliance with ASX admission requirements.
AuKing said it will continue to keep the market informed of further developments.
The Cloncurry Gold Project is seen as a key strategic growth asset for AuKing, with previous statements describing it as a transformative step towards becoming a producer.
Momentum beyond Cloncurry
Beyond the proposed Cloncurry deal, AuKing has been steadily building its funding base and reshaping its project portfolio, including recent work to advance uranium assets in Tanzania and extend its Canadian niobium-rare earths project.
With Orion’s settlement now awaiting final resolution of the vendor’s security release, AuKing faces a delayed — and potentially revised — pathway to securing the Cloncurry project.
The company said further updates will be provided “as soon as they occur.”