Stanmore Resources Limited (ASX:SMR) announced an agreement to acquire 100% of the Moranbah South (MBS) tenements from Exxaro Resources Limited (JSE:EXX) for US$105 million. The announcement, originally released 27 January 2026, was re-released on 4 September 2026. The Acquisition is conditional on Exxaro first completing its own acquisition of Anglo Coal's 50% interest in the Moranbah South Joint Venture — a process triggered by Exxaro exercising pre-emptive rights in the context of Anglo American's sale of its Australian coal Assets to Dhilmar QLD Pty Ltd. Completion is expected before the end of Q4 2026. The MBS tenements contain 724 Mt of Measured and Indicated Coal Resources in the Goonyella Middle Seam, are immediately adjacent to Eagle Downs and the Isaac Plains Complex, and will extinguish up to US$60 million of deferred and contingent consideration under the 2024 Designated Area Agreement.

Transaction Structure

Stanmore has agreed to acquire 100% of the Moranbah South tenements from Exxaro for US$105 million. The acquisition is conditional on Exxaro subsidiaries first acquiring Anglo's 50% interest in the Moranbah South Joint Venture. Exxaro exercised its joint venture pre-emptive rights triggered by Anglo's broader Australian coal asset sale to Dhilmar QLD Pty Ltd. Once Exxaro holds 100% and the JV terminates, Stanmore will then acquire that 100% position. Stanmore will fund the consideration from existing cash balances and liquidity. The transaction does not require Shareholder approval. Completion is expected before the end of Q4 2026, following FIRB, ACCC, and indicative ministerial approval for tenement transfer.

Strategic Rationale

The MBS tenements are located immediately adjacent to Stanmore's Eagle Downs and Isaac Plains Complex. The 724 Mt of Measured and Indicated Coal Resources in the Goonyella Middle Seam is expected to be of premium hard coking coal quality, potentially accessible through Eagle Downs mine infrastructure (including drifts) should Eagle Downs be developed. Critically, the acquisition extinguishes up to US$60 million of deferred and contingent consideration under the 2024 Designated Area Agreement — consideration that had been payable in connection with Isaac Downs Extension access through Moranbah South tenements. CEO Marcelo Matos described the acquisition as increasing Stanmore's resource base and strengthening the platform for future growth aspirations.

Moranbah South Project Details

The MBS project is an underground project comprising two mineral development licences (MDL 277 and MDL 377) and an exploration permit for coal (EPC 548). The tenements contain 724 Mt of Measured and Indicated Coal Resources in the Goonyella Middle Seam — a premier Queensland hard coking coal seam. Development would be subject to completion of further technical studies, feasibility assessments, and the granting of all necessary Mining and environmental regulatory approvals.

About the Company

Stanmore Resources Limited is an ASX-listed metallurgical coal producer with operations in Queensland's Bowen Basin, including the Isaac Plains Complex and the developing Eagle Downs project. The company is a significant hard coking coal producer supplying Asian steelmakers.

Risks

The transaction is conditional on Exxaro completing its own acquisition of Anglo's 50% MBS interest first. If that step is delayed or fails, Stanmore cannot proceed with its acquisition.

The acquisition requires FIRB, ACCC, and indicative ministerial approval for tenement transfer — regulatory approvals that introduce timeline and outcome uncertainty.

The MBS tenements have not been mined and the 724 Mt resource requires completion of technical studies, feasibility assessments, and all environmental regulatory approvals before development can occur. The path from resource to production is long and capital-intensive.

Stanmore is funding the US$105 million consideration from existing cash balances — a substantial deployment of Capital that reduces the company's financial flexibility for other strategic opportunities.

Metallurgical coal prices are cyclical. The Economics of developing MBS through the Eagle Downs infrastructure are dependent on coking coal prices at the time of feasibility assessment.

What to Watch Ahead

Exxaro's completion of its acquisition of Anglo's 50% MBS interest — this is the prerequisite step before Stanmore can complete its acquisition.

Regulatory approvals from FIRB, ACCC, and ministerial authorities — completion is expected before end of Q4 2026 subject to these approvals.

Eagle Downs project development timeline — MBS's value uplift potential depends significantly on whether Eagle Downs proceeds to development, given the shared infrastructure concept.

Technical studies for MBS access via Eagle Downs infrastructure — these studies will determine the development concept, capital cost, and economics of utilising the Goonyella Middle Seam resource.

Metallurgical coal market conditions in H2 2026 and into 2027, which will frame the economics of both Eagle Downs development and the longer-term MBS opportunity.