Gold Road Declares $0.44 Special Dividend Ahead of Gold Fields Takeover
Gold Road Resources has announced a fully franked special dividend of $0.43694 per share, contingent on its acquisition by Gold Fields’ Gruyere Holdings. The dividend will reduce the cash consideration payable under the scheme, with the board urging shareholders to approve the deal.
- Special dividend of $0.43694 per share declared, fully franked
- Dividend payment conditional on scheme of arrangement completion
- Dividend reinvestment plan suspended for this payment
- Updated scheme timetable with key dates from September to October 2025
- Gold Road Board unanimously recommends shareholder approval
Special Dividend Announcement
Gold Road Resources Limited has confirmed it will pay a fully franked special dividend of 43.7 cents per share, contingent on the successful completion of its acquisition by Gruyere Holdings Pty Ltd, a subsidiary ultimately owned by Gold Fields Limited. This dividend is designed to provide immediate value to shareholders ahead of the scheme of arrangement that will transfer ownership of Gold Road to Gold Fields.
The record date for the dividend is set for 7 – 00pm AEST on 30 September 2025, with payment expected on 7 October 2025, assuming the scheme becomes effective. Importantly, the dividend amount will reduce the fixed cash consideration payable under the scheme, effectively balancing the total value shareholders receive.
Implications for Shareholders and Tax Considerations
The special dividend is fully franked, offering shareholders potential tax advantages through franking credits estimated at up to 18.7 cents per share. However, the actual benefit will depend on individual tax circumstances and the receipt of a favourable class ruling from the Australian Tax Office, which is anticipated only after the scheme’s implementation.
Gold Road has also suspended its Dividend Reinvestment Plan (DRP) effective immediately, meaning all shareholders will receive the special dividend in cash rather than reinvesting in additional shares. This move ensures clarity and simplicity in the dividend distribution during the acquisition process.
Updated Scheme Timetable and Board Recommendation
The company has updated its indicative timetable for the scheme’s implementation, with key dates including the scheme meeting on 22 September, court approval on 25 September, and the implementation date on 14 October 2025. These dates remain subject to regulatory and court approvals, as well as satisfaction of conditions precedent.
The Gold Road Board continues to unanimously recommend that shareholders vote in favour of the scheme, provided no superior proposal emerges and the independent expert maintains its positive assessment. Board members have committed to voting their shares in favour, signalling strong confidence in the transaction’s value proposition.
Financial Position and Funding
To facilitate the special dividend payment, Gold Road has drawn down $300 million from its existing bank debt facilities. This strategic move underscores the company’s commitment to delivering shareholder value ahead of the acquisition while managing its capital structure prudently.
As the acquisition progresses, shareholders and market watchers will be closely monitoring the finalisation of the Australian Tax Office ruling and the outcome of the shareholder vote, both pivotal to the scheme’s successful completion.
Bottom Line?
With the special dividend declared and the scheme timetable set, all eyes now turn to shareholder approval and the awaited tax ruling that will shape the final value for Gold Road investors.
Questions in the middle?
- Will the Australian Tax Office issue a favourable class ruling post-scheme implementation?
- Could a superior proposal emerge before the shareholder vote on 22 September?
- How will the suspension of the Dividend Reinvestment Plan affect shareholder participation?
