Perenti Limited (ASX:PRN) entered into an agreement to acquire DDH1 Limited (ASX:DDH) for approximately AUD 400 million on June 26, 2023. Under the terms of the transaction, DDH1 shareholders will receive consideration of AUD 0.1238 cash plus 0.71114 Perenti Shares for each DDH1 Share held at the record date, unless an election is made. On completion, DDH1 will combine with Perenti to create the ASX?s leading contract mining services group.

Rob Cole to remain Chair of Perenti; Mark Norwell and Peter Bryant will remain MD & CEO and CFO of Perenti, respectively. DDH1 CEO, Sy Van Dyk, will become President of the newly formed Drilling Services Division, which will include DDH1 Ranger, Strike, Swick and Perenti?s Ausdrill. Unanimously recommended by the DDH1 Board (who control 13.1% of shares outstanding), in the absence of a superior proposal and subject to the Independent Expert concluding that the Scheme is in the best interests of shareholders.

Transaction is subject to court approval. DDH1 has declared a dividend of AUD 0.0196 per DDH1 Share for the period ended June 30, 2023. Perenti has determined that no dividend will be paid in respect of the period ending June 30, 2023.

This means the Perenti Actual Dividend, and PAD1 and PAD2 referred to in the Scheme Booklet, will all be zero. The consideration VWAP (CVWAP), being the volume-weighted average price of Perenti Shares traded on the ASX over the five-trading day period that ends two business days prior to the Election Date, is currently expected to be calculated after the close-of-trade on September 8, 2023 and is not yet finalised at the date of releasing this Supplementary Scheme Booklet. Completion of the proposed transaction is anticipated to occur in early October 2023.

The transaction is expected to close on October 6, 2023. Perenti is being advised by UBS Securities Australia Ltd and MA Moelis Australia acted as financial advisor to DDH1 Limited, Johnson Winter & Slattery acted as legal advisor to Perenti and Clayton Utz acted as legal advisor to DDH1 Limited.