Two ASX-listed companies, Advance Metals and Sky Metals, have signed a non-binding term sheet to combine their Australian gold projects into a new exploration company, NewCo, which will look to raise $6 million through an IPO and is targeting an ASX listing in the first half of 2027 with an indicative market capitalisation of $16 million.
Under a non-binding term sheet, Advance Metals will contribute its Myrtleford and Beaufort gold projects in Victoria in return for 30 million NewCo shares, representing a deemed value of $6 million and a 37.5 per cent stake at listing. Sky Metals will contribute its Cullarin, Kangiara and Caledonian projects in New South Wales for 15 million NewCo shares, valued at $3 million and equating to an 18.75 per cent holding at listing.
The proposed IPO will be priced at $0.20 per share, and the offer is expected to include a priority offer of up to $3 million to eligible followers of Advance and Sky. Shares issued to the two parent companies are expected to be subject to an ASX-mandated escrow period of 24 months from listing. The parties are aiming to satisfy the conditions, including due diligence, formal agreements, and regulatory and shareholder approvals, by March 2027.
The combined exploration portfolio will give NewCo a footprint of more than 2000 square kilometres across the Lachlan Fold Belt of southeastern Australia. Advance’s Victorian tenure includes the Happy Valley gold discovery within its Myrtleford project, where recent drilling returned bonanza-grade gold. An updated 3D geological model identified three principal gold-bearing quartz veins extending to at least 500 metres below surface. Sky’s NSW portfolio includes the high-grade Hume gold discovery and the historic Kangiara mine, which also contains copper, zinc and silver mineralisation with up to 20km of potential strike.
NewCo will be steered by a dedicated board and management team, with PAC Partners appointed as lead manager to the IPO. The board is proposed to include a director nominated by each of Advance and Sky, with Advance nominating its managing director, Dr Adam McKinnon.
Advance Metals managing director and chief executive officer Dr Adam McKinnon said: “We are very pleased to have reached this agreement with Sky Metals to bring together a highly prospective portfolio of Australian gold assets into a dedicated gold exploration company. We believe the combination of Advance’s Victorian projects and Sky’s NSW portfolio creates an exciting opportunity to establish a well-funded, focused gold explorer with significant existing discoveries at Myrtleford and Cullarin, alongside a substantial pipeline of compelling exploration targets.”
The deal frees Advance to concentrate on its flagship Gavilanes silver-gold project in Mexico, while Sky can sharpen its focus on its core tin-tungsten portfolio. Both companies will retain a sizeable stake in NewCo.
Analysis
Why This Matters
- The deal could unlock value in Australian gold assets by consolidating them under a dedicated, well-funded explorer, potentially attracting investor interest in a focused gold play.
- It allows Advance and Sky to concentrate on their core projects (Mexico silver-gold and tin-tungsten respectively), which may streamline operations and improve returns.
- The IPO and listing plan indicate continued appetite for resource floats on the ASX, with a timeline to market in early 2027.
Background
Advance Metals and Sky Metals are both ASX-listed miners. Advance has been developing its Gavilanes silver-gold project in Mexico, while Sky has focused on tin-tungsten assets. This deal spins off their Australian gold interests, Advance’s Victorian projects and Sky’s NSW projects, into a new company. The region, the Lachlan Fold Belt, is a well-known mineral province in southeastern Australia.
Key Perspectives
Advance Metals managing director Dr Adam McKinnon: said the deal brings together a highly prospective portfolio and creates an opportunity to establish a well-funded, focused gold explorer with significant existing discoveries and a pipeline of targets.
What to Watch
- Whether the March 2027 target for completing conditions (due diligence, approvals, IPO) is met.
- Further drilling results from NewCo’s existing discoveries, especially bonanza-grade gold at Happy Valley and high-grade at Cullarin.
- Advance’s progress at Gavilanes, following recent high-grade silver assays, and whether that project attracts more attention or partnership.
Checked
12 claims in this story checked against 1 source: 11 supported.
Show each claim
- SupportedThe proposed gold-assets float has an indicative value of $16 million.The Age - Latest News: “The proposed IPO will be priced at $0.20 per share, with NewCo targeting an ASX listing in the first half of 2027, sporting an indicative market capitalisation of $16 million.”
- SupportedAdvance Metals and Sky Metals are ASX-listed companies proposing to combine their Australian gold projects in a new exploration company.The Age - Latest News: “ASX-listed duo Advance Metals and Sky Metals have struck a deal to combine their respective Australian gold projects into a new, dedicated exploration company”
- SupportedThe companies are targeting an ASX listing in the first half of 2027.The Age - Latest News: “with NewCo targeting an ASX listing in the first half of 2027”
- Not in the sourcesThe companies signed a non-binding term sheet.The Age - Latest News: “Under a non-binding term sheet, the pair will spin out their Victorian and New South Wales gold assets into a new entity, dubbed “NewCo””
- SupportedNewCo will look to raise $6 million through an IPO.The Age - Latest News: “which will look to raise $6 million through an initial public offering to fund its ambitions.”
- SupportedAdvance will contribute Myrtleford and Beaufort for 30 million NewCo shares, deemed to be worth $6 million and equal to a 37.5 per cent stake.The Age - Latest News: “The deal will see Advance vend its Myrtleford and Beaufort gold projects in Victoria into NewCo in return for 30 million shares, representing a deemed value of $6 million and a 37.5 per cent stake in the new company at listing.”
- SupportedSky will contribute Cullarin, Kangiara and Caledonian for 15 million NewCo shares, valued at $3 million and equal to an 18.75 per cent holding.The Age - Latest News: “Sky Metals will contribute its Cullarin, Kangiara and Caledonian projects in New South Wales for 15 million NewCo shares, valued at $3 million and equating to an 18.75 per cent holding.”
- SupportedThe proposed IPO price is $0.20 per share, and the offer is expected to include a priority offer of up to $3 million to eligible Advance and Sky followers.The Age - Latest News: “The proposed IPO will be priced at $0.20 per share, with NewCo targeting an ASX listing in the first half of 2027, sporting an indicative market capitalisation of $16 million. The offer is expected to include a priority offer of up to $3 million to eligible followers of Advance and Sky.”
- SupportedShares issued to the two parent companies are expected to be subject to a 24-month ASX-mandated escrow period from listing.The Age - Latest News: “Shares issued to the two parent companies are expected to be subject to an ASX-mandated escrow period of 24 months from listing.”
- SupportedThe parties aim to satisfy the transaction conditions, including due diligence, formal agreements, and regulatory and shareholder approvals, by March 2027.The Age - Latest News: “The proposed transaction is subject to a suite of conditions including due diligence, formal agreements, regulatory and shareholder approvals and the successful completion of the IPO. The parties are aiming to satisfy the conditions by March 2027.”
- SupportedThe combined portfolio will cover more than 2,000 square kilometres across the Lachlan Fold Belt of southeastern Australia.The Age - Latest News: “The combined exploration portfolio will give NewCo a footprint of more than 2000 square kilometres across the highly prospective Lachlan Fold Belt of southeastern Australia.”
- SupportedAdvance managing director and CEO Dr Adam McKinnon said the quoted remarks about combining the projects and the opportunity for a focused gold explorer.The Age - Latest News: “We are very pleased to have reached this agreement with Sky Metals to bring together a highly prospective portfolio of Australian gold assets into a dedicated gold exploration company. We believe the combination of Advance’s Victorian projects”
