Baker McKenzie Advises Sunrise Energy Metals on Intended Redomiciliation to the United States via Scheme of Arrangement

Baker McKenzie acted as Australian legal adviser to ASX-listed Sunrise Energy Metals Limited in connection with the company's proposed redomiciliation of its parent to the United States by way of a scheme of arrangement, with a view to listing on Nasdaq. Sunrise Energy Metals is valued at approximately A$3.6 billion. Sunrise has entered into a Scheme Implementation Deed with Sunrise Energy Metals, Inc. (Holdco) to effect the redomiciliation of the Sunrise group’s parent company by way of the Scheme. Under the Scheme, Holdco proposes to acquire all of the ordinary shares in Sunrise subject to a number of conditions, including approval by Sunrise shareholders, the Federal Court of Australia, the Foreign Investment Review Board, the effectiveness of Holdco’s registration statement with the U.S. Securities and Exchange Commission, and listing approvals from Nasdaq and the ASX. The transaction has been structured to preserve Sunrise’s ASX listing through CHESS Depositary Interests (CDIs). Under the proposal, Sunrise shareholders will receive one Holdco CDI (to be listed on the ASX) for each Sunrise share held, or may elect to receive one Holdco share (to be listed on Nasdaq). The proposed redomiciliation and U.S. listing pathway is consistent with a conditional commitment of up to US$400 million in long-term debt financing from the U.S. Department of War’s Office of Strategic Capital to support the development of Sunrise’s 100% owned Syerston Scandium Project in New South Wales, as announced by Sunrise on 10 August 2026. The Nasdaq listing is intended to provide access to a deeper pool of capital while preserving shareholder choice between ASX-listed CDIs and Nasdaq-listed Holdco shares. Baker McKenzie represented Sunrise Energy Metals Limited with a team composed by: corporate partners Richard Lustig and Rick Troiano, supported by associates Isaac Burnett, Addison Naylor and Jed Lehmann.

Menu

Baker McKenzie Advises Sunrise Energy Metals on Intended Redomiciliation to the United States via Scheme of Arrangement

Read the full story

Menu

Baker McKenzie Advises Sunrise Energy Metals on Intended Redomiciliation to the United States via Scheme of Arrangement

Read the full story

Cookie Preferences

Strictly Necessary

Analytics & Statistics

Marketing & Ads