Petra Diamonds Limited has commenced trading on the Australian Stock Exchange (ASX) following its merger by scheme of arrangement with Crown Diamonds NL, an ASX listed diamond exploration and production company. The merged entity has a market capitalisation of more than $200 million.
Blake Dawson Waldron (BDW) acted on all Australian aspects of the transaction including due diligence, merger documentation and the ASX listing. Petra Diamonds has been listed on the London Stock Exchange’s AIM market since 1997 and is now dual listed on the AIM and ASX.
The merger of Petra and Crown created a company with diamond producing mines in South Africa, significant exploration interests in Angola, and exploration joint ventures with BHP Billiton (in Angola) and Mano River Resources (Sierra Leone).
Perth partners Roger Davies and Jacqueline Raison led the BDW team. Davies said the transaction involved some complex work. “The fact that an AIM company was listing on ASX, rather than the other way around, was relatively unique and created its own issues which we effectively overcame.”
“The schemes of arrangement were made more complex by Crown’s structure; it had both ordinary shares and convertible notes,” Raison said.
There were also a small number of Crown options on issue, which had to be taken into account. Raison said the transaction required negotiations with a number of different stakeholders who had different interests, but the commercial goodwill between the parties helped matters.
“Effectively there was a number of components that had to be put together in a quite elaborate sequence,” she said.
Team members included Alan Gibson, Lisa Szabo, Michael Smith and Lisa Le Faucheur (Perth M&A) and John Tanner (Banking and Finance). Steinepreis Paganin acted for Crown.