Great Northern Palladium Pty Ltd (GNP) entered into a heads of agreement to acquire Red Emperor Resources NL (ASX:RMP) in a reverse merger transaction for AUD 17.5 million on January 25, 2021. Under the terms of the transaction, Red Emperor Resources NL will issue 175 million shares. The structuring options are being evaluated currently, with respect to the enlarged group's dual listing on AIM. Great Northern Palladium Pty Ltd currently holds 80% of the issued share capital of Panton Sill Pty Ltd. and the remaining 20% of Panton Sill Pty Ltd is held by Panoramic Resources Limited (ASX: PAN). Panoramic has granted an option until June 17, 2021 to GNP for it to acquire the remaining 20% interest in Panton Sill Pty Ltd. As on June 16, 2021, GNP acquired the remaining 20% interest in Panton Sill Pty Ltd. Red Emperor Resources NL also intends to seek shareholder approval for a change of company name to reflect its new direction.

Greg Bandy, Managing Director of Red Emperor Resources NL will become Executive Chairman of Red Emperor Resources NL, Aaron Bertolatti, a Director and Company Secretary of Red Emperor Resources NL will become Finance Director of Red Emperor Resources NL, Mick McMullen, will be appointed as a strategic adviser, Allan Mulligan will become Non-Executive Technical Director and Justin Tremain, will join the Board of Directors of Red Emperor Resources NL. Post-transaction, Greg Bandy and Aaron Bertolatti will continue as Directors. It is intended that Jason Bontempo (Non-Executive Director) will resign and Justin Tremain will be appointed as a Non-Executive Director. The composition of the Board will be reviewed further during the transaction and additional appointments considered as appropriate. Shane Hibbird will be appointed as Consulting Geologist.

The transaction is subject to due diligence by Red Emperor on GNP and its assets, including Panton Sill and the mining licenses, capital raising of 100 million fully paid ordinary shares in the capital of the company at an issue price of AUD 0.10 each pursuant to a prospectus under the ASX Listing rules, Red Emperor receiving valid applications for capital raising, regulatory requirements of the AIM Rules, Red Emperor making separate offers under a short form agreement to each GNP shareholder and approval from the shareholders of Red Emperor Resources NL in a meeting scheduled on June 4, 2021. The settlement of the acquisition is scheduled on June 8, 2021. Brandon Hill Capital acted as the broker for Red Emperor Resources NL. Brandon Hill Capital received a corporate advisory fee of AUD 0.36 million for the acquisition. James Harris of Strand Hanson Limited acted as nominated advisor for Red Emperor. Computershare Investor Services Pty Limited acted as registrar to Red Emperor Resources NL.

Great Northern Palladium Pty Ltd (GNP) completed the acquisition of Red Emperor Resources NL (ASX:RMP) in a reverse merger transaction on June 17, 2021.