Forrestania Declares Zenith Minerals Offer Unconditional

Forrestania Resources says its off-market takeover of Zenith Minerals is now wholly unconditional, with its stake at 63.87%.

Updated on Nov. 5, 2026 in Public Companies

Forrestania Declares Zenith Minerals Offer Unconditional

Forrestania Resources Limited has declared its off-market takeover offer for Zenith Minerals Limited wholly unconditional after the minimum acceptance condition was fulfilled on 22 October 2026. The company now holds a voting power of 63.87% in Zenith Minerals, and the offer remains open until 12 November 2026.

Why it matters

Declaring the offer unconditional means the takeover will proceed regardless of the other defeating conditions set out in the Bidder's Statement, which were freed effective 22 October 2026. For Australian investors holding shares in either ASX-listed company, the outcome determines whether Zenith Minerals becomes a controlled subsidiary of Forrestania.

Forrestania's 63.87% voting power in Zenith Minerals is the figure the notice reports as of this declaration. The offer closes at 5:00 PM (WST) on 12 November 2026, and the final acceptance level has not yet been reported.

The players

Forrestania Resources Limited

An Australian resources company listed on the ASX under the code FRS, and the bidder in this off-market takeover of Zenith Minerals.

Zenith Minerals Limited

An Australian mineral exploration company listed on the ASX under the code ZNC, and the target of the Forrestania takeover offer.

The details

Forrestania Resources Limited, an ASX-listed resources company trading as FRS, has lodged a notice with the ASX declaring its off-market takeover offer for Zenith Minerals Limited, ASX code ZNC, wholly unconditional. The minimum acceptance condition under section 12.10(a) of the Bidder's Statement was fulfilled on 22 October 2026, and all other defeating conditions in section 12 were freed effective the same day.

Timeline

  1. 22 October 2026: minimum acceptance condition fulfilled and other defeating conditions freed.

  2. 5 November 2026: wholly unconditional status confirmed and announced.

  3. 12 November 2026: off-market takeover offer closes at 5:00 PM (WST).

Market Landscape

The Forrestania offer proceeds under the off-market takeover rules of the Corporations Act 2001 (Cth), where a bidder moves from a conditional offer to an unconditional one once defeating conditions are satisfied. Here, the minimum acceptance threshold was met before the offer closes, placing Forrestania in control of a majority stake in Zenith Minerals.

Zenith Minerals shareholders who have not yet accepted have until 5:00 PM (WST) on 12 November 2026 to do so. Those who accept will receive the consideration set out in the Bidder's Statement, and the offer is no longer subject to conditions.

The takeaway

Shareholders in a takeover target should check the offer closing time and the consideration terms before the deadline. Once an offer is unconditional, it will generally complete regardless of later market movements.

What happens next

The off-market takeover offer closes at 5:00 PM (WST) on 12 November 2026, after which the final level of acceptances will be known.

Further reading

For more on how listed companies handle deals like this, see the Public Companies section.