Regis Resources Limited (ASX:RRL) entered into scheme of arrangement to acquire Vault Minerals Limited (ASX:VAU) in a merger of equals transaction for AUD 5.1 billion on May 5, 2026. The consideration consists of common equity of Regis Resources Limited at a ratio of 0.6947 per common equity of Vault Minerals Limited. On implementation, Regis shareholders will own approximately 51% and Vault shareholders approximately 49% of the combined company. The combined company will be led by Russell Clark as Non-Executive Chairman and Jim Beyer as Managing Director and Chief Executive Officer, Anthony Rechichi as Chief Financial Office and Michael Holmes as Chief Operating Officer. In case of termination of transaction, Regis Resources Limited will pay a termination fee of AUD 50.70 million and seller will pay a termination fee of AUD 50.70 million.

The transaction is subject to approval of merger agreement by target board, approval of offer by acquirer board, approval of offer by target shareholders and subject to court approval, regulatory approval and approval of Australian Competition and Consumer Commission. The deal has been unanimously approved by the board of Regis Resources Limited and Vault Minerals Limited. The Independent Expert (appointed by Vault) is required to conclude that the Scheme is in the best interests of Vault shareholders for the transaction to proceed. The expected completion of the transaction is August 1, 2026 to September 30, 2026. As of July 6, 2026, Regis Resources Limited notes that Vault Minerals Limited's Board has advised that it has received a proposal from Genesis Minerals Limited that it considers constitutes a Vault Superior Proposal. Vault has given Regis notice under the matching rights regime, which provides Regis with five business days to provide a Regis Counterproposal, should Regis elect to do so. As of July 13, 2026, Regis Resources Limited has decided not to counter the Genesis Proposal and has informed Vault Minerals Limited, which now intends to terminate their scheme implementation deed by July 14, 2026.

Goldman Sachs Pty Ltd acted as financial advisor for Regis Resources Limited. Azure Capital Pty Ltd. acted as financial advisor for Regis Resources Limited. Nigel Hunt, Ruth Rosedale, Simon Cooke, Tim Edwards, Emily Heffernan, Sally Audeyev, Nathan Collins of King & Wood Mallesons, Australia Branch acted as legal advisor for Regis Resources Limited. RBC Capital Markets, Australia acted as financial advisor for Vault Minerals Limited. Russell Philip, Michael Denny, Cameron Blackwood of Corrs Chambers Westgarth acted as legal advisor for Vault Minerals Limited.