"The Transaction will be effected by way of a scheme of...

"The Transaction will be effected by way of a scheme of arrangement under Australia's Corporations Act (the "Scheme" and is subject to a number of conditions precedent, including the receipt of certain government approvals and the approval of the shareholders of Base Resources..."

"The Toliara Project is subject to negotiation of fiscal terms applying to the Project with the Madagascar government and the receipt of certain Madagascar government approvals and actions, including the lifting of a suspension on development at the Toliara Project pending negotiation of fiscal terms and the addition of Monazite recovery to the existing mine permit, before development may commence."


.... Reads like these "certain government approvals" are a prerequisite for the deal going through.