Capricorn Metals Limited (ASX: CMM) has agreed to a short extension for completing its acquisition of the Yalgoo Project from Tempest Minerals Limited (ASX: TEM). The new completion date is 14 February 2026, giving both parties additional time to finalise routine administrative and regulatory documentation.
Figure 1: Capricorn Metals Limited corporate logo representing the Company’s brand identity and gold-focused operations. [Capricorn Metals]
The extension does not change the commercial terms of the deal. Capricorn Metals remains committed to acquiring the Yalgoo Gold Project for a total consideration of $4.5 million. Both companies confirmed that the delay is purely administrative and that all parties remain fully committed to the transaction.
Capricorn Metals Limited Deal Terms Remain Unchanged
The binding agreement between Capricorn Metals and Tempest Minerals was announced previously. Under the deal, Capricorn Metals will pay $4.5 million for the Yalgoo Project. The consideration structure includes an initial cash deposit of $100,000, which has already been paid.
At completion, Capricorn Metals will pay $400,000 in cash. The remaining $4.0 million will be paid through the issue of fully paid ordinary shares in Capricorn Metals to Tempest. The share component will be calculated using the five-day volume-weighted average price prior to completion.
This payment structure provides Tempest with both immediate cash and ongoing exposure to Capricorn Metals’ share price performance. For Capricorn Metals, the share-based payment preserves cash while completing the acquisition.
What Does the Yalgoo Gold Project Include?
The agreement covers the full tenure of the Capricorn Metals Yalgoo Project. Tenements comprising the Project will be transferred to Capricorn Metals free of any third-party commitments or royalties. This clean transfer ensures Capricorn Metals receives unencumbered ownership.
Figure 2: Drilling activity at the Yalgoo Gold Project, highlighting on-ground exploration and resource evaluation work. [Australian Resources and Investment]
However, Tempest Minerals will retain ownership of eastern tenements recently identified as bearing iron mineralisation. These tenements hold potential value for Tempest beyond the current transaction. Tempest will grant Capricorn Metals exploration and development rights for all minerals other than iron ore on these retained tenements.
This arrangement allows both companies to pursue their strategic priorities. Capricorn Metals gains access to gold exploration opportunities while Tempest retains iron ore rights.
Capricorn Metals Yalgoo Performance Milestones
Beyond the base consideration, the agreement includes contingent payments tied to Project milestones. Capricorn Metals will pay $750,000 in cash if it announces a JORC-compliant Mineral Resource Estimate exceeding 75,000 ounces of gold on the Yalgoo Gold Project.
An additional $750,000 in cash will be payable upon announcement of a board decision to commence commercial mining operations on the Capricorn Metals Yalgoo Project. These resource payments are payable once per tenement, with a maximum of three payments possible.
The contingent structure aligns incentives between both parties. Tempest benefits if Capricorn Metals successfully develops the Project. Capricorn Metals only pays additional amounts if it achieves meaningful exploration and development milestones.
Why the Extension Was Needed
Tempest Minerals explained that the extension is required to finalise routine administrative and regulatory documentation necessary to formalise the transfer. Mining Project acquisitions involve multiple regulatory approvals and compliance requirements.
The parties need to complete documentation related to tenement transfers, regulatory notifications, and other formalities. The short extension to 14 February 2026 provides sufficient time to complete these items. Both Capricorn Metals and Tempest remain fully committed to completing the transaction promptly.
Extensions of this nature are common in mining asset transactions. They typically reflect the complexity of transferring mineral tenements rather than any underlying concerns about the deal itself.
Strategic Context for Capricorn Metals Limited
Capricorn Metals operates in Western Australia’s gold sector. The Company’s flagship asset is the Karlawinda Gold Project, which includes the operating Mt Gibson mine. Acquiring additional exploration tenure, like the Yalgoo Gold Project, supports regional growth opportunities.
Figure 3: Aerial view of the Karlawinda Gold Project, Capricorn Metals’ flagship operation in Western Australia. [IM Mining]
The Yalgoo region has a history of gold production and exploration activity. Adding this Project to Capricorn Metals’ portfolio provides new targets for resource definition and potential mine development. The proximity to existing infrastructure and mining operations in the region may offer operational advantages.
For a mid-tier gold producer, acquiring prospective exploration ground at reasonable prices creates option value. If exploration is successful, the Project could contribute to Capricorn Metals’ resource base and production profile over time.
Tempest Minerals Focuses on Iron Ore
Tempest Minerals is pivoting toward iron ore development. By retaining the eastern tenements with iron mineralisation, the Company preserves optionality in this commodity. The sale of the Yalgoo Gold Project allows Tempest to realise value while focusing resources on its core priorities.
Figure 4: Tempest Minerals Limited corporate logo, reflecting the Company’s exploration and asset portfolio. [LinkedIn]
The $4.5 million consideration provides capital that Tempest can deploy toward advancing its iron ore Project. The Company has indicated it is moving towards the development of its iron ore assets. Selling non-core gold tenure fits this strategic direction.
Tempest Managing Director Don Smith has overseen the Company’s strategic evolution. The board and management team bring experience in exploration, operations, and corporate transactions. This sale represents another step in executing the Company’s mission to maximise shareholder value through focused, data-driven exploration and development.
Timeline and Next Steps
The parties expect to finalise remaining administrative items promptly. Completion is anticipated in February 2026, following the new 14 February deadline. Once documentation is complete, the tenement transfer and payment obligations will be executed.
Capricorn Metals will issue shares to Tempest based on the five-day volume-weighted average price calculation. The exact number of shares will depend on Capricorn Metals’ share price performance in the days leading up to completion. Tempest will receive the $400,000 cash component at the same time.
After completion, Capricorn Metals will begin planning exploration activities on the acquired tenements. Initial work programs will likely focus on reviewing historical data and identifying high-priority targets for drilling or other fieldwork.
Capricorn Metals Share Price Performance
Capricorn Metals shares closed at $13.71 per share on 2 February 2026. The stock has a market capitalisation of $7.32 billion, reflecting its position as a significant player in Australia’s gold sector. The shares trade within a 52-week range of $7.35 to $16.48 per share.
Figure 5: Capricorn Metals Limited (ASX: CMM) share price performance over the past year, showing recent market trends. [ASX]
The current price sits in the middle of the trading range, suggesting relative stability. The Yalgoo Project acquisition represents a modest investment relative to Capricorn Metals’ overall market value. Investors will monitor whether exploration success at Yalgoo can contribute to future resource growth and production expansion.
FAQs
Q1. What is the new completion date for the Capricorn Metals Yalgoo Project acquisition?
Ans. The new completion date is 14 February 2026, extended from the original deadline by mutual agreement.
Q2. How much is Capricorn Metals paying for the Yalgoo Gold Project?
Ans. Capricorn Metals is paying $4.5 million, comprising $100,000 already paid, $400,000 cash at completion, and $4.0 million in shares.
Q3. Are there any changes to the Capricorn Metals deal terms?
Ans. No, there are no changes to the material commercial terms of the agreement between Capricorn Metals and Tempest.
Q4. What contingent payments are included in the Yalgoo acquisition?
Ans. Capricorn Metals will pay $750,000 for a resource exceeding 75,000 ounces of gold and $750,000 upon a mining decision.
