High-Tech Metals entered into a binding agreement to acquire Rox Resources' (ASX:RXL) Mt. Fisher Gold Project and 51% of the Mt. Eureka Gold Project in Western Australia, according to a Wednesday Australian bourse filings.

The deal is subject to certain conditions, including shareholder approvals.

High-Tech Metals will issue 1 million fully-paid ordinary shares in the firm to Rox Resources as consideration. Rox Resources agreed to enter the shares into voluntary escrow for 12 months from issue.

High-Tech Metals also agreed to pay AU$1.5 million in cash at completion. It will also grant a 1% net smelter return royalty payable to Rox Resources on production from certain tenements.

Rox Resources Chief Executive Phillip Wilding said the firm will focus on advancing the Youanmi gold project in Western Australia.

High-Tech intends to issue fully-paid ordinary shares at AU$0.15 per share via a placement to raise AU$2.5 million. It will issue 8.2 million shares under its existing capacity and seek shareholder approval for the remaining 8.5 million shares.

A non-renounceable rights issue will also be conducted to raise AU$1 million at AU$0.15 per share.

It will issue 1.7 million shares to a nonrelated party for introducing and facilitating the acquisition of the project. It will also issue 550,000 Shares to GTT Ventures, or their nominees, for transaction advisory services relating to the acquisition.

Taurus Capital is the lead manager for the placement.

High-Tech shares rose over 56% on market close on Wednesday, their highest point since the firm's listing.

Rox Resources' shares fell more than 6% on market close.