Oklo Resources says the paperwork is in and the scheme of arrangement is a done deal, making the May ‘22 takeover by Canada’s B2Gold legally binding. Here’s everything you need to know. 

Oklo Shares will be suspended from trading on ASX at close of trading today, Thursday, 8 September 2022.

After that things get really exciting.

But first, let’s step back in time.

What went down in May

It’s the end of May.

Oklo’s board has just unanimously backed the Canadian digger’s takeover offer valuing OKLA at $90m, or 17.25c per share.

The Oklo Resources (ASX:OKU) board says shareholders will receive liquidity while retaining exposure to any future upside in the high-grade Dandoko project in Mali through the shares in B2Gold.

B2Gold offers 0.0206 B2Gold shares and 5.25c cash per Oklo share to Oklo’s holders, that represents a 103% premium to the 30-day volume weighted average price, which is also a premium to any price at which they’ve traded at on the ASX in the past 12 months

Okla shares jump sharply. There is much rejoicing.

Fast forward to today

Now, B2Gold will step up and acquire, through its wholly-owned subsidiary B2Gold Oklo Resources Pty Limited, 100% of the share capital of Oklo.

That’s a scheme which has been lodged with the Australian Securities and Investments Commission (ASIC), and once the securities watchdog is in play, the clock is ticking.

Now, pursuant to the scheme, Oklo shareholders who hold shares at exactly 7:00pm (AEST) on 12 September 2022, will receive exactly 0.0206 B2Gold shares per Oklo Share held (other than ineligible foreign shareholders and small shareholders who made an election and A$0.0525 cash per Oklo Share held (Cash Consideration).

The Scrip Consideration and the Cash Consideration together form the total Scheme Consideration.

Ineligible foreign shareholders and Electing Small Shareholders will have the Scrip Consideration that they would have otherwise been entitled to receive issued to a Sale Agent.

This Sale Agent will sell those B2Gold shares via the facilities of the Toronto Stock Exchange (TSX) and will pay the sale proceeds (minus applicable fees, foreign exchange, stamp duty, brokerage and other selling costs, taxes and charges) to Oklo, who will then remit the pro rata share of the sale proceeds to those shareholders, all in accordance with the terms of the Scheme.


Small Shareholders (being Oklo shareholders whose entitlement to the Scrip Consideration would be 17,000 B2Gold shares or less (in other words, an Oklo shareholder who holds 825,242 Oklo Shares or less as at 7:00pm (AEST) on 12 September 2022)) MAY… elect to have their Scrip Consideration allotted to the Sale Agent and sold through the Sale Facility.

To make a valid election to participate in the Sale Facility, Small Shareholders must complete and return the Election Form accompanying the Scheme Booklet to the Share Registry by 5:00pm (AEST) on 12 September 2022.

Finally, now the scheme has been implemented, Oklo shareholders will own about 1% of the B2Gold shares on issue.

All the fuss is centered on the 668,500oz Dandoko project, located just 30km east of B2Gold’s 7.1Moz Fekola mine and will also give the Canadian company an additional 1,405km2 of highly-prospective greenstone belts in Mali.





This article was developed in collaboration with OKLO Resources, a Stockhead advertiser at the time of publishing.


This article does not constitute financial product advice. You should consider obtaining independent advice before making any financial decisions.