Ramelius Resources (ASX:RMS) and Spartan Resources (ASX:SPR) entered into a binding transaction implementation deed for Ramelius to acquire shares in Spartan that it does not already own in a deal that values Spartan at AU$2.4 billion, according to a Monday Australian bourse filing.

The acquisition will be implemented through a scheme of arrangement for AU$0.25 in cash and 0.6957 new Ramelius shares for each Spartan share, the filing said.

If the scheme of arrangement is unsuccessful, the deed calls for a conditional off-market takeover offer for the same consideration.

Spartan Executive Chairman Simon Lawson will join the Ramelius' board as non-executive deputy chair, and Deanna Carpenter will join as a non-executive director upon successful completion of the deal, per the filing.

The Spartan board recommends that shareholders vote in favor of the proposed transaction in the absence of a superior offer and conditional upon an independent expert supporting Ramelius' offer.

Spartan shareholders will decide during a meeting expected to be held in mid-July, the filing said.

Spartan Resources's shares rose past 10% in early trading on Monday, earlier hitting an all-time high.