Asian Mineral Resources Ltd. (TSXV:ASN) entered into a scheme implementation agreement to acquire Kasbah Resources Limited (ASX:KAS) from AFL Limited, Traxys S.A., Thailand Smelting and Refining Co., Ltd. and other shareholders for CAD 18.1 million on August 10, 2016. Under the scheme implementation agreement, in exchange for each of their shares, Kasbah shareholders will receive 1.3 common shares of Asian Mineral Resources (AMR) to be listed on the TSX Venture Exchange and 0.4 of a warrant to subscribe for one AMR's share to be listed on the TSX Venture Exchange. As part of the consideration 0.5 million unlisted options issued to Klaus Willi for CAD 0.01 million. The AMR Warrants will be listed on TSX-V and AMR Warrant CDIs will be quoted on the ASX.

Jim Askew, who is currently Chairman of AMR's Board of Directors, will remain as Chairman of the Board of Directors of the combined company, following the implementation of the transaction, the Board of Directors will be composed of up to 7 directors, 2 of which will be nominated by Kasbah and 2 of which will be independent directors. Evan Spencer of AMR will remain as Chief Executive Officer of the combined company.

The transaction will be subject to, among other things, Kasbah shareholder approval, TSX Venture Exchange approval, Australian Securities Exchange approval of the quotation of AMR share and AMR warrant, receipt of all necessary regulatory and Australian court approvals, as well as the satisfaction of certain other conditions customary for a transaction of this nature. The agreement has been unanimously approved by the Board of Directors of Kasbah and Asian Mineral Resources Ltd. On October 18, 2016, the transaction was approved by the Federal Court of Australia. As of November 23, 2016, Kasbah shareholders approved the transaction. The transaction is expected to close in November 2016. The transaction is expected to close on December 7, 2016. Sherif Andrawes, Adam Myers, Evelyn Tan and Stefan Collins of BDO Corporate Finance acted as financial advisor for Kasbah and provided fairness opinion. The currency conversion has been done through oanda.com. As of December 6, 2016, the court hearing was postponed to December 12, 2016. The transaction will now close on December 13, 2016. As on December 12, 2016, the Federal Court of Australia has dismissed Kasbah Resources Limited's application for approval of the scheme. In addition, the Court also ordered Kasbah to pay the reasonable costs of the objecting shareholders', including but limited to 50% of reserved costs from a previous interlocutory hearing brought by the objecting shareholders. Kasbah Resources Limited is considering its options and it will remain suspended until it is able to provide a further update. Murray Wheater, Genovieve Lajeunesse, Lauren Kapp, Allison Clark, Keith Loke, Angela Chen, Jennie Mansfield and Marcus Ryan of Ashurst LLP acted as legal advisor to Asian Mineral Resources Limited (TSXV:ASN).

Asian Mineral Resources Limited (TSXV:ASN) cancelled the acquisition of Kasbah Resources Limited (ASX:KAS) from AFL Limited, Traxys S.A., Thailand Smelting and Refining Co., Ltd. and other shareholders on December 13, 2016.