High Grade Hematite Iron Project in Brazil entered into a binding agreement to acquire Resa Group Limited (ASX:RE1) in a reverse merger transaction for AUD 27.7 million on June 12, 2020. Resa Group will issue 1.1 billion shares as consideration. Resa Group Limited will do a capital raising of AUD 15 million. Funds will be used for completion of the transaction. In connection with the acquisition, Resa Group will undertake a consolidation of its existing capital on a 1.9 for 2 basis. All numbers in this announcement are expressed on a post consolidation basis unless stated otherwise. Following completion, Resa Group proposes to change its name to Tombador Iron Limited. The Board will be reconstituted with effect from shortly after completion so that existing Directors, Vasilios (Bill) Nikolouzakis and Andrew Jensen will resign and Anna Neuling, Keith Liddell and David Chapman will be appointed as Directors of Resa Group Limited.

The transaction is subject to due diligence, placement of 125 million shares, capital raising, approval of the shareholder of Resa Group and regulatory approval. As of July 30, 2020, Resa Group Limited issued notice to its shareholders for general meeting to be held on August 31, 2020. The transaction is expected to close in early August 2020. Resa Group does not expect to generate revenues from operations or sale of assets during the relevant period. Expenditure will be increase by approximately AUD 0.5 million, comprised principally of expenses related to the acquisition of the project and increased corporate and administration costs relating to the re-compliance. Net profit (loss) is expected to be in line with the increased expenditure outlined above.

High Grade Hematite Iron Project in Brazil completed the acquisition of Resa Group Limited (ASX:RE1) in a reverse merger transaction on September 25, 2020. Under the terms, issued 1.1 billion shares as consideration. Due to the transaction, Resa Group Limited name has been changed to Tombador Iron Limited and will have a new ASX ticker code TI1. Post completion, existing director Bill Nikolouzakis and Andrew Jensen formally resigned from the Board. Anna Neuling (Non-Executive Chairman), David Chapman (Non-Executive Director) and Keith Liddell (Non-Executive Director) have been formally appointed as directors. Stephen Quantrill will continue in the capacity as Non-Executive Director. All conditions precedent to the transaction have been satisfied.