Aston Minerals and Torque Metals Merge to Forge 1.75Moz Gold Explorer

Aston Minerals and Torque Metals have agreed to merge, creating a well-funded gold exploration company with 1.75 million ounces of gold resources and over $5 million in cash to accelerate growth in Western Australia and Canada.

  • Merger creates a 50/50 ownership gold exploration entity
  • Combined gold resources total 1.75 million ounces
  • Pro-forma cash position exceeds $5 million
  • Strategic projects in Western Australia and Ontario, Canada
  • Aston Board unanimously recommends the merger
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Strategic Merger Announcement

On 28 January 2025, Aston Minerals Limited (ASX: ASO) and Torque Metals Limited announced a merger of equals designed to establish a growth-focused gold exploration company with a robust asset base and strong financial footing. The deal, structured as a Scheme of Arrangement, will see Torque acquire 100% of Aston’s shares, with shareholders of both companies owning 50% each of the merged entity.

This union combines two significant gold projects: the Paris Gold Project in Western Australia, hosting 250,000 ounces at 3.1 g/t Au, and the Edleston Gold Project in Ontario, Canada, with a 1.5 million ounce resource at 1.0 g/t Au. Together, these assets underpin a combined resource of approximately 1.75 million ounces of gold.

Financial and Operational Strength

The merged company will enter the market with a pro-forma cash balance exceeding $5 million, providing ample runway to advance exploration activities. Aston Minerals reported a cash position of $4.1 million at the end of December 2024, with minimal operating cash outflows, underscoring prudent financial management ahead of the merger.

The merger terms offer Aston shareholders one Torque share for every 5.2 Aston shares held, reflecting an offer price of $0.01 per Aston share based on recent volume-weighted average prices. The Aston Board has unanimously recommended the merger, subject to no superior proposal emerging and the Independent Expert’s endorsement.

Exploration Upside and Project Highlights

The Edleston Gold Project, situated in the prolific Abitibi Greenstone Belt, is a standout asset with recent high-grade drilling results including spectacular intercepts such as 1.5m at 1,356 g/t Au and 5.3m at 42.44 g/t Au. External consultants are currently conducting structural targeting analysis to unlock further high-grade mineralisation potential.

Meanwhile, the Paris Gold Project offers a substantial landholding of approximately 1,200 square kilometres in the Western Australian Goldfields, with a solid resource base and ongoing exploration potential. The combined portfolio positions the merged entity to leverage two Tier-1 mining jurisdictions, enhancing its strategic growth prospects.

Governance and Next Steps

Post-merger, the board will be refreshed with the appointment of Aston’s Tolga Kumova and new non-executive director Evan Cranston, while two existing Torque directors will retire. This streamlined leadership team is tasked with driving the next phase of exploration and value creation.

The merger is subject to customary conditions including shareholder approval, court sanction, and the absence of material adverse changes. A Scheme Booklet detailing the transaction and Independent Expert Report will be dispatched to Aston shareholders in mid-March, with a Scheme Meeting scheduled for mid-April 2025.

Investors should watch closely as this merger unfolds, potentially reshaping the gold exploration landscape with a company well-capitalised and strategically positioned across two prolific gold regions.

Bottom Line?

As Aston and Torque combine forces, the market awaits shareholder approval and exploration results that could redefine their growth trajectory.

Questions in the middle?

  • Will the Independent Expert endorse the merger as being in shareholders’ best interests?
  • How will the merged entity prioritise exploration between the Paris and Edleston projects?
  • Could a superior proposal emerge to challenge the current merger terms?