CZR Resources Ltd (ASX: CZR), a mineral exploration and development company focused on iron ore projects in Western Australia, has announced the withdrawal of its off-market takeover bid for Zuleika Gold Limited (ASX: ZAG). The company confirmed that a crucial condition, requiring shareholder approval for specific share acquisitions and issues, was not satisfied, rendering the offer unviable. The offer was initially detailed in a bidder’s statement dated 20 August 2026, with supplementary statements following in September and October.
The core impediment to the takeover was the “Shareholder Approval Condition,” which mandated CZR shareholders to approve the acquisition of Zuleika shares held by Yandal Investments Pty Ltd and Annie Guo, along with the subsequent issue of CZR shares to them as consideration under the offer. A general meeting was convened on 23 October 2026 to address these resolutions. However, CZR released the results confirming that these vital resolutions were not passed by shareholders.
As a direct consequence of the shareholder vote, CZR has declared that the Shareholder Approval Condition is no longer capable of being satisfied and will not be waived. The company further advised that it will not waive any other conditions of its offer and will not declare the offer free from conditions. CZR now intends to submit an application to the Australian Securities and Investments Commission (ASIC) to seek consent for the withdrawal of its offer under section 652B of the Corporations Act 2001 (Cth). CZR noted that there is no guarantee ASIC will provide such consent, and any consent given may include specific conditions. The market will be updated on this matter in due course.
