Sandfire Resources Limited (ASX: SFR) and Havilah Resources Limited (ASX: HAV) have announced a timeline extension for their Kalkaroo Copper-Gold Project agreement. The Companies confirmed on 30 Dec 2025 that Havilah’s shareholder meeting will now occur no later than 16 Feb 2026, instead of the originally planned 30 Jan 2026.
Figure 1: Aerial view of the Kalkaroo Copper-Gold Project area in South Australia.
The Sandfire Resources Kalkaroo Project update signals continued commitment between both parties despite the revised schedule. The definitive transaction agreements are well progressed and approaching an agreed final form, according to the joint announcement.
Original Deal Structure Worth AUD 240 Million
Sandfire announced the binding term sheet on 13 Nov 2025 to advance the Kalkaroo copper-gold project update. The deal allows Sandfire to earn an 80% interest through a two-stage earn-in structure. Stage 1 involves AUD 105 million upfront consideration comprising 70% scrip and 30% cash.
The Company will also commit AUD 30 million to regional exploration across the Curnamona Province. Stage 2 requires another AUD 105 million upon completion of a new pre-feasibility study, including a minimum 20,000 metre drilling programme. This Sandfire Resources agreement update positions the Company strategically in South Australia’s copper sector.
What Conditions Must Be Met Before Completion?
Several conditions precedent must be satisfied before the Sandfire Resources agreement update becomes effective. Havilah shareholders must approve the proposed transaction at the rescheduled general meeting. Both Companies need to execute definitive transaction agreements for the Sandfire Resources Kalkaroo Project.
Conditions subsequent include obtaining all requisite regulatory approvals and Ministerial consents under the Mining Act. The Companies have received assurances from relevant third parties regarding the timely satisfaction of these conditions. Sandfire retains the right to waive conditions subsequent. The Kalkaroo copper gold project update timeline accommodates these regulatory requirements.
Havilah’s Retained Interest and Value Proposition
Havilah shareholders receive immediate value through the upfront payment structure outlined in the Sandfire Resources agreement update. The AUD 31.5 million cash component and 4,640,833 Sandfire shares provide direct exposure to Sandfire’s global mining operations. The share component is calculated based on the 20-day volume-weighted average price.
Figure 2: Technical Director Dr Chris Giles
Havilah retains a 20% free carried interest in Kalkaroo through to Final Investment Decision. Technical Director Dr Chris Giles confirmed the deal enables completion of a new pre-feasibility study. The substantial drilling programme targets resource upgrade and expansion. The Sandfire Resources Kalkaroo Project structure balances immediate returns with ongoing upside exposure for Havilah.
Pre-Feasibility Study Timeline and Drilling Commitments
Sandfire and Havilah will jointly progress a new pre-feasibility study at Sandfire’s cost. The study targets completion within 18 months and no later than 24 months from finalisation. A minimum 20,000 metre drilling programme will increase confidence in Mineral Resources and Ore Reserves.
The drilling will test extensions of the Kalkaroo orebody along strike and at depth. This work aims to de-risk the Sandfire Resources Kalkaroo Project before Stage 2 completion. Sandfire may acquire the 80% interest anytime within 24 months upon successful pre-feasibility study completion. The Kalkaroo copper gold project update confirms these technical milestones remain on track despite the extended shareholder approval timeline.
Post-Final Investment Decision Financing Structure
Sandfire will arrange project development financing after the Final Investment Decision per the Sandfire Resources agreement update. Havilah’s 20% share will be repaid from future project cash flows under the agreed structure. This arrangement allows Havilah to maintain equity exposure without upfront capital requirements.
Sandfire retains a right of first refusal over Havilah’s remaining 20% interest in the Sandfire Resources Kalkaroo Project. The Company also holds first refusal rights on the 100% owned Kalkaroo pastoral station. These provisions provide Sandfire with potential pathways to full project ownership. The financing structure demonstrates careful risk management in the Kalkaroo copper gold project update framework..
Share Price Performance
Sandfire Resources shares trade at AUD 17.405 with a market capitalisation of AUD 8.25 billion as on 30 Dec 2025. The stock has traded in a 52-week range of AUD 8.050 to AUD 18.180 per share.
Figure 4: Sandfire Resources share price movement over the past three months
Havilah Resources shares trade at AUD 0.575 with a market capitalisation of AUD 207.60 million as on 30 Dec 2025. The stock has traded in a 52-week range of AUD 0.165 to AUD 0.630 per share.
Figure 5: Havilah Resources share price performance over the past three months
Conclusion
The Sandfire Resources agreement update reflects mature partnership dynamics between two Companies committed to the Kalkaroo copper gold project update success. The timeline extension to 16 Feb 2026 provides necessary breathing room for comprehensive documentation review without compromising transaction integrity. With definitive agreements approaching final form and both boards maintaining strong support, the Sandfire Resources Kalkaroo Project appears well-positioned for shareholder approval. The combination of immediate consideration, substantial drilling commitments, and regional exploration funding creates a compelling value proposition. As copper demand fundamentals remain robust and the Curnamona Province emerges as a strategic mining district, this Kalkaroo copper gold project update represents a significant milestone for Australian copper development.
FAQs
Q1. When will Havilah shareholders vote on the Sandfire Resources Kalkaroo Project agreement?
Ans. Havilah will hold its shareholder meeting no later than 16 February 2026, following a short extension to allow finalisation of definitive transaction agreements.
Q2. How much is Sandfire paying for the Kalkaroo copper gold project?
Ans. Sandfire will pay AUD 105 million upfront through a mix of cash and shares, with a further AUD 105 million payable after completion of a new pre-feasibility study.
Q3. What percentage interest will Havilah retain in Kalkaroo?
Ans. Havilah will retain a 20% free-carried interest through to Final Investment Decision, with post-FID costs to be repaid from future project cash flows.
Q4. What are the key mineral resources at Kalkaroo?
Ans. Kalkaroo is one of Australia’s largest undeveloped copper-gold projects, providing Sandfire with long-term exposure to a Tier 1 mining jurisdiction.
