99.16% Approve Gold Fields’ Acquisition of Gold Road Resources
Gold Road Resources shareholders have overwhelmingly approved the acquisition by Gold Fields’ Gruyere Holdings, moving the deal closer to completion pending court approval.
- 99.16% of votes cast in favour of the acquisition scheme
- Court approval hearing scheduled for 25 September 2025
- Scheme expected to become effective on 26 September 2025
- Gold Road shares to be suspended from ASX trading post-approval
- Special dividend and scheme consideration payments planned for October
Shareholder Approval Secures Key Milestone
Gold Road Resources Limited has achieved a decisive shareholder endorsement for its proposed acquisition by Gruyere Holdings Pty Ltd, a subsidiary ultimately owned by Gold Fields Limited. At the scheme meeting held on 22 September 2025, an overwhelming 99.16% of votes cast supported the resolution, signaling strong investor confidence in the transaction.
This near-unanimous backing clears a critical hurdle in the takeover process, reflecting shareholder alignment with the strategic rationale behind the acquisition. The scheme of arrangement, which involves Gold Fields acquiring 100% of Gold Road shares, now awaits formal court approval.
Next Steps, Court Approval and Scheme Effectiveness
The Supreme Court of Western Australia is scheduled to hear the approval application on 25 September 2025. Subject to the court’s consent and satisfaction of customary conditions precedent, the scheme is expected to become effective the following day, 26 September 2025. This will trigger the suspension of Gold Road shares from trading on the ASX, marking the transition from a publicly traded entity to a wholly owned subsidiary of Gold Fields.
Investors should note that the timing of the court hearing and scheme effectiveness remains contingent on the completion or waiver of outstanding conditions, which could influence the final timetable.
Financial Implications and Payment Timeline
Following scheme effectiveness, Gold Road plans to distribute a special dividend to shareholders on 7 October 2025. Subsequently, the scheme consideration; the payment to shareholders for their shares; will be made on 14 October 2025, coinciding with the formal transfer of shares to Gruyere Holdings.
The scheme consideration includes a variable cash component linked to the five-day volume weighted average price of Northern Star Resources Ltd shares immediately prior to the scheme becoming effective, introducing an element of valuation variability for shareholders.
Strategic Context and Market Impact
This acquisition represents a significant consolidation in the Australian gold mining sector, with Gold Fields expanding its footprint through the Gruyere project. For Gold Road shareholders, the deal offers a premium exit opportunity and exposure to Gold Fields’ operational scale and resources.
Market participants will be watching closely as the court hearing approaches, with the potential suspension of Gold Road shares and subsequent payments likely to influence trading dynamics and investor sentiment in the near term.
Bottom Line?
With shareholder approval secured, all eyes now turn to the court’s verdict and the final steps toward completing this transformative acquisition.
Questions in the middle?
- Will the Supreme Court approve the scheme without delay or conditions?
- How will the variable cash consideration tied to Northern Star shares impact final shareholder returns?
- What operational changes might Gold Fields implement post-acquisition?
