On April 21, 2024, Energy Fuels Inc., a top U.S. producer of uranium and rare earth elements (REEs), has finalized a Scheme Implementation Deed to acquire all shares of Base Resources Limited for approximately $331 million (A$375 million). The acquisition, structured through a scheme of arrangement under Australia’s Corporations Act, offers Base Resources shareholders 0.0260 Energy Fuels common shares and $0.057 (A$0.065) per share in cash as a special dividend.

The transaction centers on Base Resources’ Toliara project in Madagascar, known for its large-scale heavy mineral sands and Monazite production—a key source of REEs used in clean energy and EVs. The integration will bolster Energy Fuels' position in REE oxide production, leveraging the Monazite byproduct from Toliara's existing Ilmenite and Zircon operations. This strategic move is set to provide Energy Fuels with a long-term, low-cost REE and uranium source, enhancing their U.S. production capabilities.

Significant shareholder and board support is evident, with Base Resources' major shareholders and directors advocating for the scheme, which is slated for a vote in late July or early August 2024. The transaction is expected to close in the third quarter of 2024, pending necessary approvals.

Advising Energy Fuels on the deal are BMO Capital Markets and SCP Resource Finance for financial aspects, with Dentons Canada LLP, Dentons Australia Limited, and Dorsey & Whitney LLP serving as legal counsel. Base Resources has enlisted Azure Capital for financial advice and Herbert Smith Freehills for legal counsel.