Zenith Minerals Limited 03R & 04R – Review Panel Accepts Undertakings and Affirms Declaration and Orders

The review Panel has affirmed the decisions of the initial Panel to make a declaration of unacceptable circumstances and orders in Zenith Minerals Limited 01 & 02 (see TP26/059 and TP26/67) after accepting undertakings from Zenith Minerals Limited (Zenith) and Forrestania Resources Limited (Forrestania). Zenith is currently the subject of a recommended off‑market takeover bid by Forrestania.

The review Panel substantially agreed with the conclusions of the initial Panel set out in the initial Panel’s declaration, except it considered that disclosure by Forrestania and Zenith should have addressed certain additional matters including the commercial and legal implications for Zenith if Forrestania does not wholly own Zenith following the completion of Forrestania’s bid, including if Zenith remains listed on ASX. The review Panel accepted undertakings from Forrestania and Zenith to make such disclosures in a form the review Panel does not object to and incorporate it as part of their supplementary bidder’s statement and supplementary target’s statement (respectively) prepared pursuant to the initial Panel’s orders (Annexures A and B).

The review Panel considered, having regard to the undertakings referred to above, that there was no reasonable prospect that it would make orders that would differ to those made by the initial Panel.

The sitting Panel was Sandy Mak (sitting President), Deborah Page AM, and Emma-Jane Newton.

The Panel will publish its reasons for its decisions in due course on its website.

Andrew Bubniw
Acting Chief Executive, Takeovers Panel
Level 16, 530 Collins Street
Melbourne VIC 3000
Ph: +61 3 9655 3500
[email protected]

Australian Securities and Investments
Commission Act 2001 (Cth) Section 201A
Undertaking

Forrestania undertakes to the review Panel that: