Southstone Minerals Limited (TSXV:SML) entered into a share purchase agreement to acquire 90% stake in Padstone Pte. Ltd. for CAD 0.42 million on January 10, 2024. Southstone is currently a passive shareholder of Padstone, holding a minority 10% interest.

In consideration for the acquisition, the sellers will be issued, on a pro-rata basis, an aggregate of 15.5 million common shares of Southstone, deferred pro-rata cash payment in the amount of approximately $0.1 million(CAD 0.13 million), payable within 24 months from the closing date of the acquisition. Southstone has also agreed to reimburse up to a maximum amount of $0.1 million(CAD 0.13 million) in interest-free Padstone shareholder loans, the proceeds of which were used to fund working capital and general corporate purposes. Upon closing of the Acquisition, Southstone intends to appoint a new independent director and a new Chief Financial Officer, each of whom shall be arm's length to Padstone and its shareholders.

The acquisition is expected to close on March 31, 2024. Southstone Minerals Limited and Padstone Pte. Ltd. have mutually agreed to extend the long stop date of completion to June 30, 2024.