Nova Minerals plans US redomiciliation
Alaska-focused minerals explorer Nova Minerals has announced plans to redomicile to the US following the loss of its foreign private issuer status, while retaining its dual ASX and Nasdaq listings.
With more than 50% of its shares held by US investors as at December 31, Nova will cease to qualify as a foreign private issuer from July 1 and will be required to comply with US domestic issuer regulations.
To minimise potential conflicts between Australian and US regulatory requirements, the board has proposed a corporate reorganisation that will see Nova relocate its domicile to the US. The new holding company is expected to be named Nova Minerals Corp.
Under the proposed structure, ASX shareholders are expected to receive CHESS Depositary Interests, while Nasdaq American Depositary Share holders will receive common stock in the US-domiciled entity, preserving existing ownership interests. Subject to shareholder and court approvals, the redomiciliation is targeted for completion by the end of June.
The company expects the move to improve access to lower-cost US capital, broaden its institutional investor base and enhance opportunities for government funding and grants. As part of the reorganisation, Nova intends to acquire the remaining 15% interest in its Estelle gold and critical minerals project in Alaska, securing full ownership and simplifying future project financing.
Nova also confirmed that CFO Michael Melamed has given three months’ notice of his resignation, as the company begins a search for a US-based CFO with experience in mining operations and US GAAP accounting.
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