Board Change • Dec 24
Less than half of directors are independent Following the recent departure of a director, there is only 1 independent director on the board. The company's board is composed of: 1 independent director. 3 non-independent directors. Independent Non-Executive Chairman Mark Stowell was the last independent director to join the board, commencing their role in 2010. The company's minority of independent directors is a risk according to the Simply Wall St Risk Model. Announcement • Oct 14
Forrestania Resources Limited (ASX:FRS) entered into a Bid Implementation Deed to acquire remaining 87.44% stake in Kula Gold Limited (ASX:KGD) for AUD 44.1 million. Forrestania Resources Limited (ASX:FRS) entered into a Bid Implementation Deed to acquire remaining 87.44% stake in Kula Gold Limited (ASX:KGD) for AUD 44.1 million on October 14, 2025. Under the terms of the Offer, the Company will offer 1 fully paid ordinary shares in FRS for every 5.6 Kula Gold Limited shares held. The Agreement is subject to certain conditions such as FRS obtains a relevant interest in at least 50% of KGD’s shares, there are no “Prescribed Occurrences between the Announcement Date and the date 3 business days after the end of the Offer Period, there is no material adverse change in KGD, no governmental agency, court, or regulatory authority has taken (or is threatening to take) any action, investigation, or proceeding that would restrain, prohibit, or otherwise materially impede the making or completion of the Offer, or require divestiture of any KGD shares or material assets, The Offer does not trigger any changeof-control or similar rights under KGD’s material agreements. KGD’s Board has unanimously recommended that shareholders accept the Offer, in absence of a superior proposal, and that each director intends to accept the Offer in respect of the shares they hold or control. Offer period ends on December 1, 2025.
Bell Potter Securities Ltd is acting as financial adviser and Steinepreis Paganin are acting as legal advisor to FRS. Announcement • Sep 24
Forrestania Resources Limited (ASX:FRS) entered into a sale and purchase agreement to acquire four granted exploration licences adjacent to the Edna May Gold Mine from Kula Gold Limited (ASX:KGD) for AUD 1.5 million. Forrestania Resources Limited (ASX:FRS) entered into a sale and purchase agreement to acquire four granted exploration licences adjacent to the Edna May Gold Mine from Kula Gold Limited (ASX:KGD) for AUD 1.5 million on September 23, 2025. A cash consideration of AUD 0.5 million will be paid by Forrestania Resources Limited within in 7 days of the agreement and an earnout payment of AUD 1 million cash once the reporting an Inferred Mineral Resource in accordance with the JORC of 100,000 ounces of gold or equivalent has been achieved.
The transaction is subject to approval by regulatory board / committee and consummation of due diligence investigation.