Amaero re-domiciliation schemes become effective

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Key Highlights

Amaero Ltd has successfully re-domiciled to the U.S. after the Federal Court of Australia approved its schemes of arrangement. The company lodged court orders with ASIC on June 11, 2026, triggering the suspension of original shares and the commencement of trading for Amaero US HoldCo CDIs. The implementation is scheduled for June 22, 2026, following a waiver from ASX Listing Rule 6.23.2 that allowed the cancellation of over 107 million options.

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Amaero Ltd has announced that its schemes of arrangement to re-domicile to the State of Delaware in the United States have become effective. An office copy of the orders made by the Federal Court of Australia approving the schemes was lodged with the Australian Securities and Investments Commission (ASIC) on June 11, 2026. Consequently, Amaero shares were suspended from trading on the ASX at the close of business on June 11, 2026.

The Federal Court of Australia, per Justice Owens, approved the scheme of arrangement between Amaero and its shareholders, as well as the scheme between Amaero and its option holders, on June 10, 2026. The orders were made pursuant to section 411(4)(b) of the Corporations Act 2001 (Cth). The company was also exempted from compliance with section 411(11) of the Corporations Act in relation to the approved schemes.

Implementation Timetable

The re-domiciliation process follows a strict schedule leading to the implementation of the schemes. Amaero US HoldCo CHESS Depository Interests (CDIs) are scheduled to commence trading on a deferred settlement basis on June 12, 2026. The record date for determining entitlements to the consideration under the schemes is set for 7:00pm (Sydney time) on June 15, 2026.

Event Date
Effective Date of the Schemes Thursday, 11 June 2026
Last date of trading of Amaero Shares on ASX Thursday, 11 June 2026
Amaero US HoldCo CDIs commence trading (deferred settlement) Friday, 12 June 2026
Record Date for entitlements 7:00pm, Monday, 15 June 2026
Implementation Date for the Schemes Monday, 22 June 2026
Amaero US HoldCo CDIs commence trading (T+2 settlement) Tuesday, 23 June 2026
Dispatch of Amaero US HoldCo CDI holding statements Wednesday, 24 June 2026
Dispatch of Amaero US HoldCo Option holding statements Friday, 26 June 2026

Waiver and Option Cancellation

To facilitate the re-domiciliation, the Australian Securities Exchange (ASX) previously granted Amaero a waiver from Listing Rule 6.23.2 on June 9, 2026. This waiver allowed the company to cancel 107,295,119 options without separate shareholder approval. The options were cancelled in exchange for the grant of options in Amaero US HoldCo, replacing the entitlement to receive one Amaero ordinary share with an entitlement to receive one CHESS Depository Interest conferring a beneficial interest in 1/40th of a share of common stock in Amaero US HoldCo.

The ASX confirmed the waiver was standard in accordance with ASX Guidance Note 17. The implementation of the schemes on June 22, 2026, marks the completion of the company's transfer of domicile to the U.S.

Disclaimer: This article is AI-generated using data from ViewTrade. ScanX is not liable for any inaccuracies.

How will the re-domiciliation to Delaware impact Amaero's ability to attract US-based institutional investors?

What strategic growth opportunities or partnerships does Amaero plan to pursue following its move to the US?

How will the transition to CDIs affect liquidity and trading volumes for Amaero's securities?

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