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Zijin maintains push to complete Allied Gold deal under established terms

  • Allied CEO says use of the term “automatic extension” is an oversimplication
  • NDRC seeks clarification on transaction; scholar says Mali risks are not grounds for block
  • Allied CEO rejects suggestion of price cut as valuation rises

Zijin remains committed to completing the deal agreement it entered into with Allied Gold on 26 January 2026, an investor relations officer at the China-based company told this news service.

The IR officer reiterated this stance when asked whether Zijin had renegotiated the automatic extension mechanism for the deal’s outside date, following Allied Gold’s 29 May disclosure that further extension would require mutual agreement.

The IR officer referred to a 31 May announcement by Zijing Gold International, in which the bidder stated the outside date had been extended to 29 July 2026 in accordance with the Arrangement Agreement, and confirmed its continued commitment to fulfilling all obligations under the Arrangement Agreement.

According to the same IR officer, Zijin Mining, as the parent of the bidder, is proceeding strictly in line with the January arrangement. Nothing has changed, he said.

Meanwhile, Peter Marrone, Chairman and Chief Executive Officer of Allied Gold, suggested that the use of the term “automatic extension” is an oversimplification.

According to Marrone, the provisions of the agreement are more precise than that. And parties to an agreement must conclude that there is a reasonable prospect of fulfilling the conditions required to complete a transaction. He stated that both companies are proceeding towards the resolution of the conditions precedent to complete the transaction as expeditiously as possible within the timeframes of their agreement.

The January agreement appears to set out specific circumstances under which extensions may occur, but leans more toward a framework based on mutual agreement rather than a strictly automatic extension mechanism. Under the terms, the original outside date is 29 May 2026, or such later date as may be agreed in writing between the purchaser and Allied Gold. If key regulatory approvals remain outstanding for reasons beyond either party’s control, and all other closing conditions have been satisfied, the outside date may be automatically extended by two months, for up to two occasions.

NDRC progress

A source familiar with the matter told this news service that the National Development and Reform Commission (NDRC) recently had made inquiries to Zijin regarding the proposed CAD 5.5bn (USD 4bn) acquisition of Allied Gold, though details of the questions were not disclosed.

A media report published last Friday indicated that the NDRC has raised concerns over the deal’s price premium and geopolitical exposure linked to Allied’s operations in Mali. The report further said such concerns could delay the transaction.

According to an industry lawyer familiar with the overseas direct investment (ODI) approval process, the NDRC does not typically focus on price premiums when reviewing ODI deals. However, in recent years the agency has increasingly required applicants to provide valuation reports and additional pricing justification.

A scholar of economic law said the transaction falls within a traditional sector and should therefore be expected to proceed through standard regulatory procedures. Approval is not in question, the scholar suggested, though companies should be advised to remain cautious and take appropriate risk-mitigation measures.

Even in the event of heightened instability in Mali, such factors would not constitute sufficient grounds to block the deal, the scholar added, noting that investment and business activities would likely continue.

The scholar also pointed out that the State Council’s latest Regulation on Outbound Investment, released on 1 June, is primarily aimed at developments in high-tech sectors rather than traditional industries such as mining.

China continues to encourage companies to “go global,” the scholar said.

Valuation debate

There has never been any indication that Zijin has hesitations over the deal, the source familiar with the matter told this news service.

Nevertheless, the transaction is facing headwinds under current market conditions, the source said. Zijin could potentially argue that developments in Mali constitute a material adverse effect, the source speculated, adding that at this juncture if Allied Gold might consider a price adjustment it would help facilitate the deal completion.

Asked whether Zijin had sought or discussed a price cut, Marrone said: “No.” The CEO argued that such a hypothetical situation would be incongruent with the Company’s reality, given that Allied Gold’s valuation has actually increased over time as its growth projects continue to advance to production, creating further value.

The NDRC does not comment on ongoing deals.