AuKing Mining (ASX:AKN) has agreed to acquire Tusker Minerals’ (ASX:TSK) Malawian subsidiary under an expanded transaction worth up to $4.85 million.
The binding agreement covers Green Exploration, which holds the Machinga Heavy Rare Earths Project, Salambidwe Rare Earths Project, Ngala Hill Project, and Karonga copper licence.
The transaction replaces an earlier agreement covering only Machinga. Tusker will retain its Mzimba rutile assets, which are to be transferred out of Green Exploration before the deal is completed.
AuKing will pay $800,000 in cash and $1 million in shares priced at $0.025 each upon completion. The shares will be subject to a 12-month voluntary escrow period.
A further $50,000 is payable within three months, followed by $1.25 million in cash after 12 months.
The remaining consideration comprises up to $1.75 million in performance shares. Of this, $1.25 million is linked to AuKing announcing an inferred mineral resource of at least 10 million tonnes @ 0.65% total rare earth oxides at Machinga within three years.
Another $500,000 is tied to AuKing achieving specified copper, platinum, palladium, and gold drill intersections at Ngala Hill over the same period.
AuKing Managing Director Paul Williams says the additional projects broaden the company’s critical minerals portfolio around its existing operational base in southern Malawi.
“AuKing intends to commence exploration activities on the Green Exploration assets immediately following completion of the acquisition,” Williams says.
Tusker CEO Cliff Fitzhenry says the sale allows the company to direct its capital towards rutile and heavy mineral sands projects in Malawi and Cameroon.
“The structure delivers non-dilutive funding, sharpens our focus on titanium feedstocks, and preserves meaningful upside to rare earths and the Ngala Hill opportunity through our ongoing equity and performance share position in AuKing,” Fitzhenry says.
AuKing is also considering combining Ngala Hill and Karonga with its existing copper interests in a separate copper-focused company.
Completion remains conditional on regulatory and third-party approvals, including confirmation that neither company must re-comply with the Australian Securities Exchange listing requirements. The parties have set a long-stop date of 30 September 2026.
AuKing is an Australian critical minerals exploration company advancing rare earths and other mineral projects in Africa.
Write to France Pinzon at Mining.com.au
Images: Tusker Minerals
