---
title: "Northern Star discloses it rejected a Gold Fields bid that has already shrunk"
url: "https://etf.net/news/northern-star-discloses-it-rejected-a-gold-fields-bid-that-has-already-shrunk-2026-09-28"
published_at: "2026-09-28T06:11:45.000Z"
updated_at: "2026-09-28T14:12:49.161Z"
byline: "ETF.net Research"
---

# Northern Star discloses it rejected a Gold Fields bid that has already shrunk

Northern Star disclosed on Monday, September 28, that it had rejected a Gold Fields approach valued at A$38.7 billion when it arrived and A$25.19 a share by Friday, and its shares stayed below that price.

By ETF.net Research. Published Sep 28, 2026.

Northern Star Resources on Monday disclosed that its board had already rejected an unsolicited takeover approach from South Africa's Gold Fields, and that the price had fallen with Gold Fields' own shares. It told Gold Fields on Friday, September 25, that it would not talk further, and it went public after Bloomberg reported the approach on Saturday.

The board objects to that stock, and to the country risk that comes with it.

"Gold Fields has asked our shareholders to take nearly three-quarters of the consideration in Gold Fields stock, which carries a meaningfully higher jurisdictional risk profile than the exposure they hold today," chairman Michael Chaney said.

That stock is also why the value has already moved. On Gold Fields' close on September 11, the last trading day before the proposal arrived on September 14, Northern Star put the package at A$27.00 a share, a 22% premium to its own close that day and A$38.7 billion in all. By Gold Fields' close on Friday the same package was worth **A$25.19** a share, or A$36.1 billion, a 14% premium to Northern Star's close that day.

Australian takeovers have typically needed a premium of at least 30% to get done. At 14%, this one is well short of that, because most of the price is Gold Fields stock and that stock has fallen.

At 3:35pm in Sydney, Northern Star shares were at A$23.73, up 7.3%. They had reached A$24.46, the high of the session so far, and even that high was below A$25.19.

The approach was not a firm offer. Gold Fields had asked to buy every Northern Star share through a scheme of arrangement, which needs those shareholders to vote the sale through, for 0.3125 of a new Gold Fields share plus A$7.25 in cash. Paid that way, Northern Star's holders would have owned about a third of the combined company.

The board also said the approach came too early, before the Fimiston mill is at full output and before incoming chief executive Suresh Vadnagra starts. Gold Fields wanted exclusive talks, with no room to look at a better offer, and a finished deal would still need a yes from Gold Fields shareholders and approval from the South African Reserve Bank.

Elliott Investment Management has taken the other side. It disclosed a stake in June, which it said last month was about 5.6%, and urged the company to review its options, including a sale to a rival such as Gold Fields, after a series of guidance downgrades left Northern Star unable to benefit from record gold prices. Gold's rally to those records at the start of the year has since faded.

Elliott partner John Pike said any transaction would need to reflect what he called immense potential for value creation at Northern Star.

"But others clearly see the value here too, and we think the Board has an obligation to engage with any serious buyer and fully evaluate the best path to deliver on that potential," he said.

John Ayoub, a portfolio manager at Wilson Asset Management, which owns Northern Star shares, sided with the board. "This bid feels opportunistic," he said. Shareholders, he added, have to weigh "the value of the acquirers' scrip," the stock Gold Fields would pay, against Northern Star's chance to turn itself around and sell assets.

Both companies sit in GDX, a fund that owns shares of gold-mining companies. The fund last traded on Friday, before this disclosure, with Gold Fields at 3.99% and Northern Star at 2.52% as of September 27, together about 6.5%. A holder already owns both, and with most of the price in Gold Fields stock, the payment is largely more of a company that holder already owns, plus the cash.

The Australian Financial Review reported that Gold Fields was expected to release a statement and an investor presentation on Monday afternoon, and to take its case directly to Northern Star's investors.

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