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Summary

On 2 December 2024, Northern Star Resources Ltd (ASX: NST) and De Grey Mining Ltd (ASX: DEG) announced a Scheme Implementation Deed under which Northern Star would acquire all of De Grey's shares by way of a Court-approved Scheme of Arrangement (Scheme), giving Northern Star full ownership of De Grey's Hemi gold project in Western Australia.

• Announcement date: 2 December 2024
• Offer terms: 0.119 new Northern Star shares for each De Grey share held — an implied offer price of $2.08 per De Grey share, a 37.1% premium to De Grey's last close of $1.52 (29 November 2024)
• Scheme meeting: 16 April 2025 — 99.64% of votes cast were in favour
• Court approval: 22 April 2025, with orders lodged with ASIC and the Scheme becoming effective on 23 April 2025
• Scheme record date: 5:00pm (AWST), 28 April 2025
• Implementation / completion date: 5 May 2025
• New NST shares trading from: 6 May 2025
• De Grey delisted from the ASX: effective close of trading on 6 May 2025

Northern Star pursued the acquisition to gain full ownership of the Hemi gold deposit, which it expects to become a low-cost, long-life, large-scale mine producing around 530,000 ounces of gold per year over its first decade, in the same Pilbara region (Western Australia) as several existing Northern Star operations.

Eligible De Grey shareholders received 0.119 new Northern Star shares for every De Grey share they held on the record date. Ineligible shareholders and applicable Foreign Resident CGT shareholders did not receive shares directly — their entitlements were issued to a Sale Nominee, sold on-market, with the net proceeds distributed to them instead.

Tax implications

Capital Gains

Working out your net capital gain or net capital loss for the 2025 year

This acquisition is likely a taxable event. However, DEG shareholders who make a capital gain on their DEG shares may be eligible for scrip for scrip rollover relief.

This means they can defer paying capital gains tax on the disposal of their DEG shares if they receive NST shares in exchange.

To work out your net capital gain or net capital loss for the year, you must take it into account:

• any other capital gains or capital losses you make in the 2025 income year from other transactions
• any net capital losses carried forwards from earlier income years
• whether you can apply the CGT discount to any part of your net capital gain.

How to handle this in Sharesight

1 – On the Overview page, select DEG.ASX

2 - Select Edit holding tab

3 - Select Merge this holding

4 - Date of Merger: 6 May 2025

5 - New holding: Search: NST.ASX

6 - Quantity: 0.119 new NST share for every DEG share

For example, 1,000 DEG shares gets 119 NST shares.

7 - Select Save changes

FAQ

What happens to my shares after the acquisition?

After the Scheme was implemented, De Grey Shareholders (other than Ineligible Foreign Shareholders) became entitled to receive 0.119 New Northern Star Shares for each De Grey Share held on the Record Date (28 April 2025).

Do I need to take any action?

Your DEG shares will be cancelled and replaced with Northern Star shares, traded under NST.ASX. You typically don't need to take any action. Your broker should handle the share swap automatically. However, it's always best to check the official announcement and Scheme Booklet for any specific instructions.

What do I receive for my shares?

Unless you are an Ineligible Foreign Shareholder, you will receive 0.119 New Northern Star Shares for each De Grey Share held as at the Record Date.

If you are an Ineligible Foreign Shareholder (or an applicable Foreign Resident CGT Shareholder), any New Northern Star Shares that you would have otherwise been entitled to were instead issued to the Sale Nominee and sold through the Sale Facility, with your pro rata share of the proceeds remitted to you.

Is this acquisition a taxable event?

This acquisition is likely a taxable event. However, you may be eligible for scrip for scrip rollover relief if you make a capital gain on your DEG shares. Consult with a tax professional for personalized advice.

You can calculate your estimated tax liability using our CGT calculator. If you have more than one trade, you can add them in [Sharesight][https://www.sharesight.com/au/] and run the [CGT Report][https://help.sharesight.com/au/capital_gains/] to calculate your tax liability.

Will Sharesight track my cost base if I choose rollover relief?

Yes, Sharesight accurately tracks your cost base. You can find your cost base information in the Historical Cost report.

If you don't have a Sharesight account, sign up here for free, enter the date you bought DEG, follow the steps above to keep track of the cost base.

How does this acquisition affect my portfolio concentration risk?

You can find out your portfolio diversification using the Diversity report.

Why did Northern Star want to acquire De Grey?

Northern Star's primary motivation was gaining full ownership of De Grey's Hemi gold project in the Pilbara region of Western Australia — an undeveloped deposit Northern Star expects to become a low-cost, long-life, large-scale mine, producing around 530,000 ounces of gold per year over its first decade, complementing Northern Star's existing operations in the same region.

What happened to De Grey Mining shares after completion?

De Grey Mining Ltd applied for removal from the official list of the ASX. Its shares, which had been suspended from trading since the Scheme became effective (23 April 2025), were delisted effective close of trading on 6 May 2025. DEG.ASX no longer trades — the acquisition consideration (NST shares, or cash proceeds for ineligible/foreign shareholders) was the final entitlement for former De Grey shareholders.

The guide above is a suggestion on how to handle the corporate action in Sharesight and is not financial or tax advice. We advise you to consult your financial advisor or broker. We also encourage you to review the official documents for full details.