Karora Resources Inc. (ASX: $WGX) announces arrangement agreement with Westgold Resources Limited

Karora Resources Inc. (ASX: $WGX) has entered into an arrangement agreement with Westgold Resources Limited for the acquisition of 100% of its issued and outstanding common shares. The completion of the arrangement is subject to various approvals and conditions. The company's financial position includes $5 million cash, rights to receive asset sale proceeds, investment in associate Kali, and lithium royalty rights.

Equity-based compensation plans and corporate governance practices

Karora Resources Inc. (ASX: $WGX) has implemented various equity-based compensation plans, including Restricted Share Units (RSUs), Performance Share Units (PSUs), Deferred Share Units (DSUs), and other equity-based awards. The Human Resources and Compensation Committee has the authority to grant these awards to participants, subject to vesting provisions and other terms and conditions. The company has also adopted a Clawback Policy and a Share Ownership Policy to align the interests of senior management and directors with those of the shareholders. Additionally, the announcement includes information about the Corporation's director compensation, including annual retainer, travel fees, initial grant, and annual grant. The Corporation has provided details about the securities authorized for issuance under equity compensation plans and the indebtedness of directors and executive officers. The announcement also covers the Corporation's interest in material transactions, its statement of corporate governance practices, and the Charter of the Board of Directors.

Pro forma financial information and financial position

Karora Resources Inc. (ASX: $WGX) has provided unaudited pro forma financial information for the nine months ended 31 March 2024, reflecting the acquisition of Westgold. The financial statements have been prepared for illustrative purposes and may not be indicative of the actual financial position post-acquisition. The acquisition of Westgold will involve the issuance of approximately 471,732,020 Westgold Shares and a cash consideration of CAD$0.608/AUD$0.680 per Karora share. The unaudited pro forma consolidated financial statements are based on the respective historical consolidated financial statements of Westgold and Karora and incorporate various pro forma assumptions and adjustments made by management based on currently available information. The company's financial position includes $5 million cash, rights to receive asset sale proceeds, investment in associate Kali, and lithium royalty rights.