Zenith Minerals has entered a binding takeover implementation deed with Forrestania Resources, setting the stage for a recommended off-market scrip takeover that values the company at approximately $93.5 million.
Under the terms, Zenith shareholders will receive one new Forrestania share for every 4.3 Zenith shares held. The implied value of $0.132 per Zenith share is based on Forrestania’s 10-day volume weighted average price to June 5, 2026.
“The proposed combination with Forrestania represents a significant milestone for Zenith and follows a period of transformational growth across our portfolio, particularly at the Consolidated Dulcie gold project,” Zenith Minerals managing director Andrew Smith said.
“Over the past two years, Zenith has successfully consolidated the broader Dulcie corridor and defined a JORC (2012) inferred mineral resource of 675,000 ounces of gold across a 6 kilometre mineralised trend within the Forrestania Belt.”
Zenith’s board has unanimously recommended shareholders accept the offer in the absence of a superior proposal, with directors holding or controlling around 4.5 per cent of issued shares also intending to accept on the same basis.
The transaction is subject to customary conditions, including a minimum acceptance level of 50.1 per cent, alongside standard regulatory, conduct and change-of-control requirements.
“The board believes the combination with Forrestania provides Zenith shareholders with exposure to a larger and more diversified gold company, with enhanced funding capacity, technical capability and a regional operating platform,” he said.
Forrestania executive chair David Geraghty said the combination of Forrestania and Zenith brings together complementary gold assets within the Forrestania Belt and is consistent with its strategy of disciplined, value-accretive regional consolidation.
The merged group will hold gold and exploration assets across Western Australia’s Forrestania, Southern Cross and Eastern Goldfields regions, with additional exposure to Queensland and lithium interests.