Highlights

  • Sandfire will acquire an 80% interest in Kalkaroo for AUD 105 million upfront, split between AUD 31.5 million in cash and 4,640,833 Sandfire shares.
  • A joint drilling program of 20,000 metres and a regional exploration budget of AUD 30 million are planned over the initial 24 months.
  • Sandfire retains a right of first refusal over Havilah’s remaining 20% interest in Kalkaroo and the fully owned Kalkaroo pastoral station.

Sandfire Resources Limited (ASX:SFR) has announced a proposed transaction to acquire an 80% interest in the Kalkaroo copper-gold project from Havilah Resources Limited. The staged deal involves upfront cash and share consideration, as well as joint investment in exploration and pre-feasibility studies. The agreement sets a framework for regional exploration, drilling programs, and potential future acquisitions of remaining project interests.

Stage 1: Initial Acquisition and Exploration Commitments

Under Stage 1, Sandfire will secure the right to earn an 80% interest in Kalkaroo for a total consideration of AUD 105 million. The payment consists of AUD 31.5 million in cash and 4,640,833 Sandfire shares, based on the volume-weighted average price (VWAP) from 16 October to 12 November 2025.

Sandfire and Havilah will jointly undertake a new pre-feasibility study (PFS), to be completed within 18 months and no later than 24 months, funded by Sandfire. The deal also includes a minimum 20,000-metre drilling program to enhance confidence in the project’s Mineral Resources and Ore Reserves. A regional exploration alliance will see Sandfire contribute AUD 30 million over the first 24 months, with the option to earn an 80% interest in any discovery within the defined area, while Havilah retains a 20% interest.

Stage 2: Full Acquisition and Future Rights

Stage 2 allows Sandfire, upon successful completion of the PFS or within 24 months, to acquire an 80% interest in Kalkaroo for a further AUD 105 million. The payment may be made in cash or a combination of cash and Sandfire shares, at Sandfire’s discretion. The agreement grants Sandfire a right of first refusal on Havilah’s remaining 20% interest and the Kalkaroo pastoral station, providing a pathway for full project ownership.

Conditions, Approvals, and Timetable

The transaction requires approval from Havilah shareholders, expected by 30 January 2026, as well as access to relevant personnel and information for knowledge sharing. Sandfire will only proceed once all regulatory approvals and third-party consents are obtained. Havilah’s directors have agreed to unanimously recommend the transaction in the absence of a superior proposal and will support shareholder approval.

Post-Final Investment Decision, Sandfire will manage project development financing, with Havilah’s share of costs to be repaid from future project cashflows. Havilah will retain a 20% free carried interest until this stage.

Market Context

SFR shares were trading at AUD 16.39 per share during the trading session on 13 November 2025.