Mont Royal and Commerce Merge to Unlock 204Mt Rare Earth Resource in Quebec

Mont Royal Resources is progressing its merger with Commerce Resources to create a dual-listed Canadian critical metals developer, combining rare earth and lithium assets in Quebec.

  • Proposed merger with Commerce Resources progressing well
  • Creation of dual-listed ASX and TSX-V critical metals company
  • Flagship Ashram Rare Earth and Fluorspar deposit in Quebec
  • Appointment of Nicholas Holthouse as CEO and future Managing Director
  • Commerce raises C$2.15 million via secured convertible notes
An image related to Mont Royal Resources Limited
Image source middle. ©

Merger Progress and Strategic Rationale

Mont Royal Resources (ASX – MRZ) has reported steady progress in its proposed merger with Commerce Resources Corp., a move set to establish a significant Canadian-focused critical metals developer listed on both the ASX and TSX Venture Exchange. The transaction, announced in April 2025, will see Mont Royal acquire 100% of Commerce’s shares, combining their complementary assets and expertise.

The merged entity will be anchored by Commerce’s flagship Ashram Project in Quebec, the largest monazite-dominant carbonatite-hosted rare earth element deposit in North America. This project boasts a substantial mineral resource estimate, featuring over 73 million tonnes of indicated resources and 131 million tonnes inferred, rich in rare earth oxides and fluorspar. Mont Royal’s Northern Lights Project, with its lithium, copper, and gold prospects, adds further diversification and exploration upside.

Leadership and Funding Developments

During the quarter, Commerce appointed Nicholas Holthouse as President and CEO, a seasoned mining executive with extensive rare earths industry experience. Upon completion of the merger, Holthouse will also become Managing Director of the combined company, based in Montreal. His track record includes leading resource development projects through critical feasibility and financing stages, which bodes well for advancing the Ashram Project.

To support ongoing operations and the merger process, Commerce completed a non-brokered private placement of secured convertible notes, raising C$2.15 million. This interim funding is crucial as the companies navigate regulatory approvals and prepare for integration.

Regulatory and Market Implications

The merger is progressing through administrative and documentation stages with regulatory bodies in Canada and Australia. Mont Royal’s shares remain suspended pending re-compliance announcements, reflecting the significant corporate restructuring underway. The dual listing strategy aims to broaden investor access, improve liquidity, and position the merged group favorably within the growing critical minerals sector, particularly as rare earths gain strategic importance globally.

Mont Royal maintains a disciplined financial position with $0.78 million cash on hand and tight cost controls, focusing expenditure on exploration and merger-related activities. The company anticipates receiving an exploration tax rebate in the coming months, which will further support its financial footing.

Looking Ahead

As Mont Royal and Commerce advance their merger, the combined entity will command a robust portfolio of critical mineral assets in a Tier-1 mining jurisdiction. The integration of leadership, capital, and projects sets the stage for a potentially transformative player in the North American critical metals landscape. However, the transaction remains subject to regulatory and shareholder approvals, and the economic viability of mineral resources awaits further evaluation under Australasian reporting standards.

Bottom Line?

Mont Royal’s merger with Commerce could reshape the Canadian critical metals sector, but investors should watch regulatory milestones closely.

Questions in the middle?

  • When will the merger receive final regulatory and shareholder approvals?
  • How will the merged entity prioritize development between Ashram and Northern Lights projects?
  • What are the plans to convert NI 43-101 mineral resources into JORC-compliant reserves?