Lynas Rare Earths (ASX:LYC) has agreed to acquire Meteoric Resources (ASX:MEI) through a court-approved scheme of arrangement.
The acquisition combines the largest known ionic clay rare earth resource outside China with Lynas’s existing operations.
Under the all-share transaction, Meteoric shareholders will receive 0.0207 Lynas shares for each Meteoric share, valuing the deal at $968 million on a fully diluted basis.
The exchange ratio implies $0.286 per Meteoric share, a 68.4% premium to Meteoric’s last close of $0.17.
The acquisition advances Lynas’s Towards 2030 growth strategy to add resource and scale. The strategy combines the Mt Weld deposit with Meteoric’s Caldeira Rare Earth Project in Minas Gerais, Brazil.
Caldeira contains 802,000 tonnes of neodymium-praseodymium (NdPr) oxides and 41,000 tonnes of dysprosium-terbium (DyTb) oxides within Meteoric’s reported mineral resources.
On a pro forma basis, the transaction increases Lynas’ measured and indicated total rare earth oxide mineral resources by 79%. Meanwhile, its ore reserves increase by about 26%. Notably, Caldeira has potential for average annual production of about 3,862 tonnes of NdPr and 127 tonnes of DyTb over its life-of-mine.
“This will deliver on our Towards 2030 growth objective of adding resource and scale,” Lynas Board Chair Professor John Humphrey says.
Meteoric Executive Chair Dr Andrew Tunks says the deal gives Meteoric shareholders access to Lynas’ skills and capabilities.
The company’s board unanimously recommends the scheme in the absence of a superior proposal. However, this is subject to an independent expert concluding it is in shareholders’ best interests.
All directors intend to vote their shares in favour, as does largest shareholder Tolga Kumova and associated entities, holding about 6.7% of issued shares.
Lynas will provide Meteoric with an interim funding facility of up to $110 million during the scheme process. An initial $35 million tranche will be available after execution of the scheme implementation deed.
The scheme requires regulatory, court, and shareholder approvals, along with no material adverse change. Brazilian change of control approval, if required, must be obtained before implementation.
Meteoric intends to dispatch the scheme booklet in December 2026, with a scheme meeting expected in January 2027 and implementation by March 2027.
Lynas Rare Earths is an Australian rare earths producer advancing mining and processing assets across Western Australia and Malaysia.
Write to JC Villarba at Mining.com.au
Images: Lynas Rare Earths
