Catalpa Resources Ltd will buy Conquest Mining Ltd to form a $1.1 billion growth-focused gold miner, in which gold giant Newcrest Mining Ltd will hold a one-third stake. Catalpa will issue 0.3 of a share for each Conquest share held and at the same time issue shares to Newcrest to buy stakes in two of that company's gold mines. The transaction values Conquest at about $298 million, based on Tuesday's closing price for Catalpa shares of $1.705. The new company will then sell $150 million in new shares to raise money to fund development of its assets and growth opportunities. Following that capital raising, Newcrest will have a 33 per cent stake in the new company.