OK IOT Group Pty Limited entered into an agreement to acquire Ardent Resources Limited in a reverse merger transaction.
The transaction is subject to satisfactorily completing mutual due diligence, approval from shareholders of OK IoT Group Pty. Ltd., Ardent completing a prospectus capital raising of AUD 5 million, approval from shareholders of Ardent Resources Limited in a general meeting to be held on December 2, 2015, Ardent completing a prospectus capital raising of AUD 5 million, IOT obtaining all necessary shareholder approvals and consummation of due diligence. The transaction is expected to be completed on December 14, 2015. The funds raised will be utilized to accelerate the development of IOT's product suite and pursue various business development opportunities.
As of November 17, 2015, Ardent completed due diligence and remains committed to proceeding with the acquisition subject to shareholder approval. The transaction terms have been amended such that upfront consideration has been reduced to 257.9 million shares, there will be an additional 69.2 million earn out shares which will be issued to certain IOT Vendors if IOT has greater than AUD 5 million in revenue for the year 2016, all options to acquire IOT shares currently on issue will be replaced on completion of the acquisition in consideration for Ardent now issuing 60.2 million options in Ardent, the transaction is conditional on Ardent successfully undertaking a capital raising via a placement and public offer and Ardent's name will be changed to IOT Group Limited. As of January 13, 2016, transaction was approved by the shareholders of Ardent Resources. On March 17, 2016, ASX has granted waiver from certain listing rules for Ardent. Asher Moses of Media & Capital Partners acted as public relations advisor in the transaction.