Thomson Geer facilitates $1.2 billion cross-border mining merger

In a significant move in the mining sector, Thomson Geer has successfully guided Westgold Resources through its $1.2 billion merger with Karora Resources, positioning the merged entity as a top-five gold producer in Australia.

Thomson Geer provided comprehensive legal advice on all aspects of the transaction, encompassing strategy, structuring, regulatory compliance, due diligence, and documentation. The firm closely coordinated with Westgold’s financial advisor Argonaut PCF and the Canadian law firm Stikeman Elliott, ensuring a seamless integration of cross-border legal requirements.

The merger involved a cash and scrip offer under the Canada Business Corporations Act, creating a new, larger entity with a pro forma market capitalisation of approximately A$2.5 billion. The combined operations are expected to yield over 400,000 ounces of gold annually and benefit from significant cost efficiencies.

This merger amplifies Westgold's market presence and marks its debut on the Toronto Stock Exchange.

"It has been a privilege to work with Westgold on this strategically significant merger to create a top five gold producer in Australia. Our multi-disciplinary team worked closely with Westgold's advisors in Australia and overseas to bring together the merger quickly and efficiently,” Thomson Geer partner David Church said.

Energy and resources partner Paul Harley, corporate partner Michael Ng, senior associates Kajal Parmar and Lawrence Ward, and others from the firm's employment, property, planning and environment, and litigation teams supported Church in this complex transaction.

“We are grateful for the expertise David and the Thomson Geer team brought to this merger that creates a significantly larger, unhedged and well-funded Australian gold producer. David's solutions-oriented approach and ability to work seamlessly across jurisdictions with multiple advisers set him and his team apart,” Westgold CEO Wayne Bramwell said.