Overview of Westgold Resources and Karora merger recommendation

Westgold Resources Limited (ASX: $WGX) welcomes the recommendation by Institutional Shareholder Services Inc. (ISS) for Karora shareholders to vote for the proposed merger between Westgold and Karora at the upcoming annual and special meeting of shareholders scheduled for 19 July 2024. The merger, unanimously approved by the boards of directors of both companies, is set to be effected by way of a court-approved plan of arrangement under the Canada Business Corporation Act, requiring the approval of 662/3 % of the votes cast by Karora shareholders at the Meeting.

Executive commentary on the merger recommendation

The report by proxy advisor ISS independently validates the fairness of the Transaction between Westgold and Karora. We're pleased that ISS shares the belief that the Transaction is in the best interest of Karora shareholders and supports the board of directors' recommendation to vote FOR the Transaction. Once complete, the Transaction brings complementary teams and assets together to establish Westgold 3.0, a compelling investment proposition in the Australian gold sector. Westgold 3.0 will be a large, unhedged, well-funded owner operator that is fully leveraged to the gold price. With unparalleled organic growth and exploration upside across two strategic West Australian goldfields and a team that has demonstrated the ability to deliver consistent shareholder returns, the value proposition of the expanded business will have enhanced international appeal.

Summary of the Westgold-Karora merger recommendation

The recommendation by ISS for Karora shareholders to vote for the proposed merger with Westgold has been welcomed by Westgold Resources Limited. The merger, which has been unanimously approved by the boards of directors of both companies, is expected to bring about meaningful cost synergies, benefit from scale and a stronger financial position, and be more diversified. The Transaction is set to establish Westgold 3.0, a compelling investment proposition in the Australian gold sector, with enhanced international appeal. The Transaction will be effected by way of a court-approved plan of arrangement under the Canada Business Corporation Act, requiring the approval of 662/3 % of the votes cast by Karora shareholders at the Meeting.