Announcement • Jun 09
Forrestania Resources Limited (ASX:FRS) entered into a binding Takeover Implementation Deed to acquire Zenith Minerals Limited (ASX:ZNC) for AUD 71.9 million. Forrestania Resources Limited (ASX:FRS) entered into a binding Takeover Implementation Deed to acquire Zenith Minerals Limited (ASX:ZNC) for AUD 71.9 million on June 8, 2026. Under the terms of the TID, Forrestania will make an off-market takeover bid to acquire all Zenith shares on issue. Zenith shareholders will receive 1 new Forrestania share for every 4.3 Zenith shares held. The TID includes customary break fee arrangements, comprising a break fee of AUD 0.75 million payable by Zenith and a reverse break fee of AUD 0.625 million payable by Forrestania, in each case in certain circumstances.
The transaction is subject to approval of merger agreement by target board and approval of offer by target shareholders. The deal has been approved by the board.
Argonaut Limited acted as financial advisor for Zenith Minerals Limited. Hamilton Locke Pty Ltd acted as legal advisor for Zenith Minerals Limited. Bell Potter Securities Limited acted as financial advisor for Forrestania Resources Limited. Steinepreis Paganin acted as legal advisor for Forrestania Resources Limited. New Risk • May 11
New minor risk - Share price stability The company's share price has been volatile over the past 3 months. It is more volatile than 75% of Australian stocks, typically moving 13% a week. This is considered a minor risk. Share price volatility indicates the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. It also increases the risk of potential losses in the short term as the stock tends to have larger drops in price more frequently than other stocks. Currently, the following risks have been identified for the company: Major Risks Earnings have declined by 24% per year over the past 5 years. Shareholders have been substantially diluted in the past year (47% increase in shares outstanding). Revenue is less than US$1m (AU$293k revenue, or US$212k). Minor Risks Share price has been volatile over the past 3 months (13% average weekly change). Market cap is less than US$100m (AU$45.0m market cap, or US$32.5m). Announcement • Jan 23
Zenith Minerals Limited Remains Focused on Advancing Its Flagship Consolidated Dulcie Gold Project in Western Australia Zenith Minerals Limited remains focused on advancing its flagship Consolidated Dulcie Gold Project in Western Australia through resource definition and evaluation, while unlocking substantial upside at the Red Mountain Gold Project in Queensland, with strong momentum continuing to build across the portfolio. Maiden JORC-compliant Mineral Resource Estimate for the Consolidated Dulcie Project targeted for February 2026 - This builds on the existing Inferred Resource at Dulcie Far North of 8.2 Mt @ 1.2 g/t Au for 302 koz (ASX 23 June 2025) and the corridor-scale Exploration Target of 0.3-0.8 Moz (10-24 Mt @ 0.9-1.1 g/t Au) 1 defined over ~6 km of strike on granted Mining Leases. Stand-alone development optionality emerging at Dulcie -- The project benefits from scale, strong geological continuity, predictable stacked lode geometry, and excellent regional infrastructure (sealed roads, power, water, nearby processing). Importantly, a small existing surface heap-leach operation at Dulcie demonstrates established mining and permitting pathways, supporting multiple credible development options including toll treatment, stand-alone development, or strategic partnering/JV structures. Recent large-scale RC drilling (12,621 m), with approximately 50% of assays received to date, has confirmed mineralisation continuity between Dulcie Far North, Dulcie North and Dulcie. Results to date are broadly consistent with the July 2025 Exploration Target assumptions, with additional mineralised zones identified outside the current Exploration Target footprint indicating further growth potential as remaining assays are returned. enith continues to advance its Red Mountain project, where ongoing deep drilling is defining a large-scale intrusion-related gold system with significant upside potential, reinforcing the company's broader growth pipeline. Following a successful strategic capital raise, Zenith secured AUD 7.65 million through a placement at AUD 0.1275 per share—a 15.9% remium to the prior close—with Ida Metal Investments, as approved by shareholders at the EGM on 5 November 2025. This funding ensures strong financial support for completing the maiden Dulcie Mineral Resource Estimate (MRE), advancing follow-up drilling, progressing technical and development studies, and evaluating options without near-term funding pressure. Additionally, Zenith announced the appointment of Mr. James Major as Exploration Manager, effective 27 January 2026. With over eight years of experience in gold and base-metal exploration, including leading discoveries and resource programs at Sandfire Resources (Botswana and WA) and AngloGold Ashanti (WA), Mr. Major brings xpertise in 3D geological modelling, target generation, geophysical integration, and multidisciplinary team leadership—skills that will accelerate resource definition at Dulcie and support ongoing upside at Red Mountain.