Australian company Lynas Rare Earths has signed a binding scheme implementation deed to acquire all shares in Meteoric Resources through a court-approved scheme of arrangement valued at approximately $674m (A$968m).
The equity value is calculated on a fully diluted basis using the 60-day volume-weighted average price (VWAP) of Lynas’ share.
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Meteoric shareholders would receive 0.0207 Lynas shares for each share held, implying a price of A$0.286 per Meteoric share.
This represents a 68.4% premium to Meteoric’s last closing price of A$0.170 and a 57.6% premium to the 30-day VWAP of A$0.197.
The deal will add Meteoric’s Caldeira rare earth project in Minas Gerais, Brazil, to Lynas’ portfolio.
Caldeira is the largest known ionic clay Joint Ore Reserves Committee (JORC) rare earth oxide mineral resource outside China and includes both light and heavy rare earth elements.
The project has a completed definitive feasibility study and its reported mineral resources include an estimated 802,000t of neodymium-praseodymium oxides and 41,000t of dysprosium-terbium oxides.
Lynas anticipates capital expenditure exceeding $500m (A$721.3m) to develop the project.
Lynas board chair John Humphrey said: “Lynas is very pleased with the potential to bring together the Caldeira deposit, which is the largest known ionic clay rare earth mineral resource outside China reported in accordance with the JORC Code, and Lynas’ high-grade Mt Weld deposit and leading rare earth operations.
“This will deliver on our Towards 2030 growth objective of adding resource and scale. Expanding our operations into a new country will help Lynas maintain its leading position in the global rare earths supply chain and meet increased customer demand for rare earth materials.”
All directors of Meteoric have stated their intention to vote in favour of the scheme, provided no superior proposal emerges and an independent expert concludes that it is in shareholders’ best interests.
Lynas has also committed to an unsecured interim funding facility of up to A$110m for Meteoric during the scheme process, with an initial A$35m tranche available immediately following execution of the deed.
Lynas received financial advice from Barrenjoey and legal counsel from Mallesons for the scheme. BMA Advogados served as its legal advisor on Brazilian matters.
On Meteoric’s side, Macquarie Capital (Australia) is acting as financial adviser, with Allens providing Australian legal advice and Pinheiro Neto Advogados advising on Brazilian legal aspects.
The scheme remains subject to shareholder and court approval, as well as other customary conditions.
In July 2026, Lynas signed a long-term partnership with JS Link to develop a rare earth permanent magnet factory in Kuantan, Malaysia.
