Genesis Minerals (GMD) – Merger Advancement Through Scheme Booklet Filing

Henry Fung

Henry is a co-founder of MF & Co. Asset Management with over 20 years of experience in financial services as a trader, investor and adviser. Henry also maintains a high conviction list of 5 stocks that you can get for free and has a free 5-day course on how professionals use quantitative strategies to find an edge.
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April 13, 2026

Magnetic Resources NL (ASX: MAU) has lodged a draft Scheme Booklet with ASIC and the ASX, marking a significant milestone in its proposed acquisition by Genesis Minerals Limited (ASX: GMD). The scheme of arrangement will see Genesis acquire 100 percent of Magnetic’s shares under Part 5.1 of the Corporations Act. The lodgement includes an independent expert’s report (IER) and a draft notice of meeting, both critical documents that will inform shareholders about the transaction’s merits and procedural requirements.

The independent expert’s report is particularly important for shareholders considering how to vote on the scheme. This document provides an objective assessment of whether the proposed transaction represents fair value and acts in the best interests of Magnetic shareholders. The IER’s conclusions will directly influence shareholder sentiment and voting behaviour at the upcoming scheme meeting. Magnetic’s board has already indicated support for the transaction, recommending approval in the absence of a superior proposal, provided the independent expert maintains its positive conclusion throughout the process.

Timeline considerations remain central to investor planning around this transaction. While the company cannot provide a definitive timetable until after the first Court hearing, currently scheduled for 28 April 2026 at 8.30am (AWST), management expects the full Scheme Booklet to reach shareholders in early May 2026. This relatively tight timeframe suggests the transaction could progress toward a shareholder vote in the coming weeks. Following the Court hearing on 28 April, Magnetic has committed to providing shareholders with an updated and more precise timetable, which will give the market clearer visibility on when the scheme meeting may occur.

The lodgement of the draft Scheme Booklet represents completion of one of the most procedurally demanding phases of the acquisition process. ASIC and ASX review periods typically last several weeks, during which regulators examine the disclosure materials and scheme documents for compliance with legal and listing rule requirements. Any queries or required amendments from these authorities could alter the timeline, though the company’s confidence in providing an early May release date suggests preparation has been thorough.

For Magnetic shareholders, the coming weeks will be critical for forming a view on the transaction. The independent expert’s report will be the primary reference point for assessing value, and shareholders should review it carefully alongside any alternative proposals that might emerge. The regulatory review phase also provides time for shareholders to consider their position before the scheme meeting.

Investors should monitor the outcome of the 28 April Court hearing, as this will unlock more detailed timing for the shareholder vote. Any updated scheme timetable released following that hearing will clarify when shareholders must make their final decision on the transaction. This announcement has been flagged as price sensitive and material by the ASX.

View the full ASX announcement (PDF)

About Genesis Minerals Limited (ASX: GMD)

Genesis Minerals Limited is an Australian gold mining company engaged in gold mining, project development and exploration activities in Western Australia. The company operates the Leonora and Laverton mining and processing hubs, which include multiple gold projects and mining operations. It also provides mining services through its in-house Genesis Mining Services division.

If you would like to discuss this announcement or how it might affect your portfolio, request a callback or call us on 1300 889 603.

This is general advice only. MF & Co Asset Management has not considered your personal financial needs, objectives or current situation. This information is not an offer, solicitation, or a recommendation for any financial product unless expressly stated. You should seek professional investment advice before making any investment decision.

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MF & Co. Asset Management

MF & Co. Asset Management is a boutique investment firm offering Equity Capital Markets and derivative general advice & trade execution services.

We are specialists in advising and trading in Australian and US Equities, Index & Equity Options and Options on Futures.

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