NAOS Small Cap Opportunities Company Limited (ASX:NSC) has advised that investee company Big River Industries Limited (ASX:BRI) has announced a proposed scheme of arrangement under which CTL (Aust) Pty Ltd will acquire all Big River Industries shares not already held by it or its associates for cash consideration of $1.62 per share, subject to relevant approvals and conditions.

Key Points

  • Big River Industries has announced a proposed scheme of arrangement with CTL (Aust) Pty Ltd at $1.62 per share in cash
  • The offer compares to Big River Industries' last closing share price of $1.11 on 12 November 2026
  • NAOS Small Cap Opportunities holds a material investment in Big River Industries
  • If implemented, the transaction is expected to have a positive impact on the value of NSC's investment and its net tangible assets

Scheme of Arrangement Terms

According to the filing, Big River Industries Limited (ASX:BRI) has announced the proposed scheme of arrangement under which CTL (Aust) Pty Ltd will acquire all shares in Big River Industries not already held by it or its associates. The acquisition is to be conducted for cash consideration of $1.62 per share, subject to relevant approvals and conditions. The filing was dated 13 November 2026. The proposed transaction structure involves a scheme of arrangement, which requires shareholder and court approval before it can be implemented.

Comparison to Big River Industries' Last Closing Price

The filing states that the proposed cash consideration of $1.62 per share compares to Big River Industries' last closing share price of $1.11 recorded on 12 November 2026. The filing does not disclose further details regarding the conditions or timetable applicable to the proposed scheme of arrangement, nor does it specify the size of CTL (Aust) Pty Ltd's existing shareholding in Big River Industries at the time of the disclosure.

Impact on NAOS Small Cap Opportunities' Investment Portfolio

NAOS Small Cap Opportunities Company Limited disclosed that it holds a material investment in Big River Industries. The filing states that if implemented, the proposed transaction is expected to have a positive impact on the value of the company's investment in Big River Industries and, in turn, the company's net tangible assets. The company said it will provide a further update on its investment portfolio performance in due course. The filing was authorised for release by the Board of NAOS Small Cap Opportunities Company Limited.