Synthesis Energy Systems Inc. (SYNE)

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SYNTHESIS ENERGY SYSTEMS ANNOUNCES COMPLETION OF BATCHFIRE PRE-EMPTIVE RIGHTS PROCESS
GlobeNewswire GlobeNewswire•December 4, 2019
Upon successful conclusion of the merger with Australian Future Energy, SES will increase its ownership in Batchfire from 7.4% to 37.2%

Highlights:

37.2% of Batchfire shareholders accepted SES’s offer to acquire their shares, exceeding the 25% minimum participation requirement
Batchfire owns and operates one of Australia’s largest and lowest-cost thermal coal mines
Achieving the additional ownership in Batchfire is part of the merger transactions underway with Australian Future Energy
The increased Batchfire ownership is expected to strengthen the Company’s operating results and balance sheet in the future
HOUSTON, Dec. 04, 2019 (GLOBE NEWSWIRE) -- Synthesis Energy Systems, Inc. (SES) (SES) today announced the finalization of the pre-emptive rights process that was required to be undertaken, pursuant to the constitution of Batchfire Resources Pty Ltd (Batchfire), in respect of the Batchfire shareholders who had entered into a Share Exchange Agreement with SES, accepting SES’s offer to acquire their shares in Batchfire, which is the owner of the Callide Mine in Queensland, Australia. The other shareholders in Batchfire elected not to exercise their pre-emptive rights over these shares.

SES made the offer to acquire the issued capital of Batchfire via the proposed issuance and exchange of one share of SES common stock for each ten ordinary shares of Batchfire, in connection with SES’s entry into the definitive Merger Agreement with Brisbane-based Australian Future Energy Pty Ltd (AFE), announced on October 10, 2019.

The Batchfire share exchange will increase SES’s Batchfire ownership to 37.2% from its current 7.4% holding, subject to conditions specified in the Share Exchange Agreements being satisfied and the completion of the proposed merger transactions with AFE.

The final transfer of the Batchfire shares to SES is subject to the receipt of final stakeholder consents as outlined in the filings that were completed on October 10, 2019. For additional information relating to Batchfire, and the Callide Mine and its key customers, see SES’s news release, Synthesis Energy Systems to Acquire Australian Future Energy (October 10, 2019).

Robert Rigdon, SES’s CEO, commented: “This is a good result for SES, exceeding our minimum acceptance level of 25% when the offer was made. We believe the acquisition of additional ownership in Batchfire and this important merger transaction with AFE have the potential to bring growth and value to SES’s shareholders and debenture holders. SES is progressing the additional required filings and processes necessary for the closing of the merger.”