Evolution Mining has agreed to acquire 100% of Carnaby Resources in a deal valued at approximately A$213m ($149m), after the two companies signed a binding scheme implementation deed (SID).
The transaction, to be carried out through a scheme of arrangement, offers Carnaby shareholders A$0.77 per share.
They are set to receive 0.0682 Evolution shares for each Carnaby share held.
The proposed acquisition brings the Greater Duchess project, a copper-gold development near the Ernest Henry Operations in north-west Queensland, under Evolution’s control.
The project, presently at the pre-feasibility stage, has a reported mineral resource estimate of 29.2 million tonnes (mt) at 1.3% copper and 0.2 grams per tonne (g/t) gold, and an ore reserve estimate of 8.4mt at 1.7% copper and 0.3g/t gold.
Evolution stated that the addition of Greater Duchess could increase copper output at Ernest Henry by around 10,000 tonnes per annum using existing infrastructure and mill capacity.
Completion of the scheme is subject to Carnaby shareholder approval, regulatory clearances, including from the Australian Competition & Consumer Commission, court approval and other standard conditions.
Existing tolling and offtake arrangements between Carnaby and Glencore will be terminated as part of the deal.
Post-acquisition, ore from Greater Duchess will be sold to Glencore under the current Ernest Henry offtake terms.
Evolution and Glencore have also agreed to an arrangement for third-party ore processing at Ernest Henry.
The pathway for the Greater Duchess project includes completing an updated feasibility study within 12–18 months, with further regulatory approvals required before a final investment decision can be made.
Carnaby shareholders participating in the scheme will own nearly 0.9% of Evolution Mining following completion.
The acquisition is intended to give Evolution access to additional regional exploration projects and expand its presence in the Cloncurry copper-gold district.
Evolution Mining managing director and CEO Lawrie Conway said: “The acquisition of Carnaby represents an exciting opportunity to add the Greater Duchess project to our portfolio and further consolidate our position in the highly prospective Cloncurry region.”
