Matrix Composites Fully Acquired by AIH Subsidiary; Scheme Implementation Finalized with $0.40 Cash Per Share

5 min read | July 23, 2026 03:18 PM AEST | By Manish Choudhary

Matrix Composites & Engineering Ltd (ASX:MCE) confirmed the successful completion of its acquisition by Advanced Innergy Solutions Australia Pty Ltd, a wholly owned subsidiary of Advanced Innergy Holdings Limited (ASX:AIH), effective 23 July 2026. All Matrix shares were transferred to the AIH subsidiary, with eligible shareholders receiving $0.40 cash per share as scheme consideration. Matrix is expected to be delisted from the ASX by the close of trading on 24 July 2026.

Key Points

  • Matrix Composites & Engineering Ltd (ASX:MCE) has finalized its scheme of arrangement.
  • Advanced Innergy Solutions Australia Pty Ltd, an AIH subsidiary, acquired 100% of Matrix's issued share capital.
  • Shareholders recorded at 5:00pm (AWST) on 16 July 2026 received $0.40 cash per share.
  • Matrix’s ASX delisting is anticipated to be effective by the end of trading on 24 July 2026.
  • The scheme was executed under Part 5.1 of the Corporations Act 2001 (Cth).

Scheme of Arrangement Completion Between Matrix and AIH Subsidiary

Matrix Composites & Engineering Ltd has completed its scheme of arrangement, resulting in the acquisition of 100% of its issued share capital by AIH Nominee, a wholly owned subsidiary of Advanced Innergy Holdings Limited. This transaction, conducted under Part 5.1 of the Corporations Act 2001 (Cth), culminated in the transfer of all Matrix shares to the AIH subsidiary on 23 July 2026.

The completion signifies Matrix’s full integration into the Advanced Innergy Holdings Limited group. All terms referenced are as defined in the Scheme Booklet released to the ASX on 4 June 2026. The arrangement ensured the complete transfer of ownership to the AIH subsidiary as of the implementation date.

Cash Scheme Consideration of $0.40 Per Share Distributed to Eligible Shareholders

Shareholders recorded at 5:00pm (AWST) on Thursday, 16 July 2026, received scheme consideration of $0.40 cash per share upon scheme implementation on 23 July 2026. This record date mechanism ensured only eligible shareholders at that time received payment.

The simultaneous transfer of shares to AIH Nominee and payment of cash consideration completed the transaction on the same business day, fulfilling all financial obligations under the scheme.

ASX Delisting to Be Finalized by 24 July 2026

An application to terminate the quotation of Matrix shares and remove the company from the ASX Official List has been submitted. The delisting is expected to be effective by the close of trading on 24 July 2026, the business day following scheme implementation. This step concludes Matrix’s status as a publicly listed company.

The delisting follows standard ASX procedures post-scheme implementation, transitioning Matrix into a wholly owned subsidiary of Advanced Innergy Holdings Limited and ending its ASX continuous disclosure obligations.

Matrix Composites’ Operations and Location

Matrix Composites & Engineering Ltd specializes in composite engineering and manufacturing services, operating from its headquarters at 150 Quill Way, Henderson, Western Australia. The company focuses on designing, developing, and producing composite materials and engineering solutions. Prior to the acquisition, Aaron Begley served as CEO and Brendan Cocks as CFO, reflecting an established management team.

Based in Western Australia, Matrix was a publicly listed entity on the ASX, operating within Australia’s advanced manufacturing sector. The acquisition by Advanced Innergy Holdings Limited indicates strategic consolidation within the composite materials and engineering services industry.

Strategic Integration Into Advanced Innergy Holdings Limited Group

The acquisition by Advanced Innergy Holdings Limited, via its subsidiary AIH Nominee, represents a strategic consolidation in the advanced materials and composite engineering sector. AIH is an ASX-listed company, and the use of a special purpose subsidiary facilitated a streamlined ownership transfer.

This integration offers Matrix access to AIH’s corporate resources, capital, and strategic direction. As a wholly owned subsidiary, Matrix’s operations may be consolidated with AIH’s existing business units, potentially unlocking synergies and operational efficiencies valued by AIH.

Record Date Establishes Eligibility for Scheme Consideration

The scheme specified a record date of 5:00pm (AWST) on 16 July 2026 to determine shareholders entitled to the $0.40 per share cash payment. This standard practice ensures clarity and prevents disputes over entitlement.

The timing allowed sufficient processing by the ASX and share registry to finalize eligible shareholders and arrange payment, ensuring accuracy and transparency in the distribution process.

Legal Framework Under Corporations Act Part 5.1

The acquisition was structured under Part 5.1 of the Corporations Act 2001 (Cth), which governs members' schemes of arrangement in Australia. The scheme required shareholder and court approval before implementation, reflecting a regulated and formal transaction process.

The Scheme Booklet, released on 4 June 2026, provided detailed disclosures as mandated by the Corporations Act and ASX listing rules, enabling shareholders to make informed decisions. The successful approvals and implementation on 23 July 2026 confirm compliance with all statutory requirements.

Investor and Media Contact Information

Aaron Begley (CEO) and Brendan Cocks (CFO) serve as primary contacts for investor inquiries and can be reached at Matrix’s Henderson office at +61 8 9412 1200 or via their corporate email addresses. This ensures transparent communication with shareholders post-scheme.

Media inquiries are handled by Steve Suleski of FTI Consulting, indicating professional external support for managing communications related to the transaction.

Corporate Governance and Announcement Authorization

The scheme implementation announcement was authorized by Matrix’s Managing Director and CEO, ensuring compliance with corporate governance and ASX continuous disclosure requirements. This authorization confirms the accuracy and completeness of the information provided.

The formal release reflects the legal and regulatory importance of the transaction, which significantly altered Matrix’s capital structure and shareholder composition.


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