CZR Resources Ltd (ASX: CZR), an Australian mineral exploration company primarily focused on iron ore and gold projects in Western Australia, has announced a significant development regarding its off-market takeover bid for Zuleika Gold Limited (ASX: ZAG). The company confirmed that a crucial shareholder approval condition for its offer has not been satisfied, casting doubt on the future of the proposed acquisition. The offer, initially set to close on November 6, 2026, hinged on CZR shareholders approving the acquisition of Zuleika Shares held by Yandal Investments Pty Ltd and Annie Guo, as well as the issue of new shares to them as consideration.
The “Shareholder Approval Condition” was put to a vote at a general meeting held by CZR on October 23, 2026. Following the meeting, CZR released the results, advising that the resolutions pertaining to this condition were not passed by its shareholders. This outcome renders the Shareholder Approval Condition incapable of being satisfied, a development CZR has stated it will not waive. Consequently, the company will not declare its offer free from any of its stipulated conditions.
In light of these events, CZR Resources intends to apply 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). The company noted that there is no guarantee ASIC will provide such consent, and if given, it may be subject to specific conditions. CZR has committed to providing further updates to the market in due course regarding the progress of this application and any subsequent developments.
