The combined entity is expected to have a market cap of over $1.1 billion, and have forecast production volumes of 400,000 to 450,000 ounces of gold equivalent by 2013.
It would have cash of around $200 million and debt of about $61 million.
CAH shares fell 15.54% in Wednesday's trading to $1.440, as the company revealed it had broken off discussions with St Barbara Limited (ASX:NCM) over an unsolicited takeover proposal as a result of the deal.
Shares in Conquest Mining and Newcrest both also closed lower for the day, the former by 4.44% to $0.430 and the latter by 1.31% to $37.000.
The proposed deal will see Catalpa Resources and Conquest Mining combine in an all-scrip merger of equals.
The merged company will then purchase Newcrest Mining's 70% stake in the Cracow gold mine and exploration joint ventures, and its 100% stake in the Mt Rawdon gold mine, in an all-stock deal.
After this transaction and a planned $150 million capital raising, Newcrest Mining would own a 33% stake in the new company.
The merger requires the approval of both Conquest and Catalpa shareholders, as well as government officials, regulators and the courts.
Join the CIO Australia group on LinkedIn. The group is open to CIOs, IT Directors, COOs, CTOs and senior IT managers.