Forrestania Resources (ASX:FRS) entered into a binding takeover implementation deed with Zenith Minerals (ASX:ZNC) under which Forrestania will make offers under a recommended off-market takeover bid for all ordinary shares in Zenith, according to a Tuesday Australian bourse filing.
Zenith shareholders will receive one Forrestania share for every 4.3 Zenith shares held, implying an offer value of AU$0.132 per Zenith share, valuing Zenith at AU$93.5 million. The offer represents a nearly 47% premium to Zenith stock's last closing price.
The transaction is subject to customary conditions, including a minimum acceptance condition of 50.1%, with Zenith directors holding about 4.5% of Zenith shares intending to accept the offer in the absence of a superior proposal.
Eligible Zenith shareholders may be able to access capital gains tax scrip-for-scrip rollover relief where Forrestania acquires 80% or more of Zenith shares and other rollover conditions are satisfied, it added.
Zenith Minerals' shares rose almost 17% in recent Tuesday trade, while Forrestania Resources fell almost 10%.