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The Brief:

  • Regis Resources and Vault Minerals have agreed to merge in an all-scrip scheme of arrangement, creating an $11bn ASX gold giant.

  • Corrs Chambers Westgarth advises Vault; Mallesons advises Regis.

Another week, another gold mega merger.

Regis Resources and Vault Minerals have agreed to combine in a $10.7bn all-scrip merger, creating the third-largest primary ASX-listed gold producer.

The deal

Under the scheme of arrangement, Vault shareholders will receive 0.6947 Regis shares for each Vault share held. Regis shareholders end up with 51% of the combined group. Vault shareholders get 49%.

The merged company is forecast to produce more than 700,000 ounces annually — worth roughly $4.5bn at current prices — across five Western Australian assets. It carries no debt and will hold close to $2bn in cash.

The assets aren’t neighbours. Regis’ Duketon hub sits north of Laverton, while Vault’s King of the Hills is in Leonora. The physical synergies aren’t there. The real draw is the $500m+ in corporate tax savings over the next decade, alongside a lower cost of capital and procurement efficiencies that only come with size.

Vault Chair Russell Clark will chair the combined entity. Regis Managing Director Jim Beyer stays on as CEO.

The background

For Vault, this merger is the end of a long search.

Vault — formed from the 2024 merger of Silver Lake Resources and Red 5 — had long been circling Genesis Minerals. Their mines and mills sit barely 30 kilometres apart, but Genesis was never interested.

Genesis announced its own $639m acquisition of Magnetic Resources in February. Its boss Raleigh Finlayson was clear that its focus was inward — “the puzzle is complete,” he said, speaking on the Magnetic acquisition.

With a Genesis tie-up off the table and Vault’s mine lives shortening, the Regis merger buys both companies a bigger platform.

The question now is whether Genesis ends up on the menu anyway. Beyer didn’t exactly bat it away.

[Occasionally] we lift our eyes further out on the horizon to see what to do with this [cash]. This deal creates a cash-generating powerhouse. Part of our job is to look at all opportunities. It’s not appropriate for me to comment on any of those. But you’re always looking at everything.

Regis MD, Jim Beyer

The deal joins a string of ASX gold consolidation plays: Northern Star’s $6bn De Grey acquisition, Gold Fields’ $3.7bn takeover of Gold Road and the $4.4bn Ramelius-Spartan combination.

Who’s acting

Corrs Chambers Westgarth advised Vault, led by corporate partner Russell Philip and energy and resources special counsel Michael Denny.

Head of tax Cameron Blackwood also advised, with experts across competition, environment, employment and banking and finance rounding out the team.

It’s a natural mandate. Corrs advised Silver Lake on its $2.2bn merger with Red 5 in 2024 — the deal that created Vault itself.

Mallesons advised Regis, led by partner Nigel Hunt. Hunt was supported by partners Ruth Rosedale (employment), Simon Cooke (competition), Tim Edwards (mining and tenure), Emily Heffernan and Sally Audeyev (environment and native title) and Nathan Collins (banking).

The firm has a longstanding relationship with the company, having previously advised Regis on its acquisition of an interest in the Tropicana Gold Mine.

The mandate will be a welcome boost to each firm’s Mergermarket league table standing, after both Corrs and Mallesons slipped in the rankings in Q1 of this year.

Source: ASX, AFR, Corrs

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