CZR Resources and Zuleika Gold Propose All-Scrip Merger of WA Assets

CZR Resources (ASX: CZR) and Zuleika Gold (ASX: ZAG) have agreed to merge through a unanimously recommended all-scrip, off-market takeover offer valuing Zuleika at approximately $44.8 million.

Under the offer, Zuleika shareholders will receive 0.1742 CZR shares for every Zuleika share held, implying a value of $0.0427 per Zuleika share based on the agreed reference pricing period.

The implied offer price represents a 32.9% premium to Zuleika’s share price for the reference period, a 26.6% premium based on the 30-day volume weighted average prices of both companies to 25 June and a 16.1% premium to their last closing prices.

Both groups expect the merger to create a financially stronger and more diversified Western Australian resources business with broader capability across exploration, development and mining operations.

The proposed transaction will be implemented through a takeover bid by CZR for all issued ordinary shares in Zuleika, and remains subject to several conditions including minimum acceptance, CZR shareholder approval, independent expert opinions, and the absence of adverse events.

Western Australian Portfolio

The merged group would combine Zuleika’s strategically located gold assets with CZR’s broader Western Australian exploration portfolio.

Zuleika brings exposure to the highly prospective Zuleika Shear, while CZR contributes assets including the advanced Croydon exploration project.

The enlarged portfolio would give shareholders exposure to a more diversified commodity and regional asset base, with all projects located in WA.

CZR and Zuleika expect the merged balance sheet and combined cash reserves to provide greater flexibility to fund existing projects and assess new investment or acquisition opportunities.

Unanimous Board Support

The independent boards of each company have unanimously recommended that shareholders approve the transaction, with Zuleika directors who own or control approximately 927 million shares in that company confirming their intention to accept the offer on the stated terms.

“We welcome this opportunity to set a platform for future aggressive growth for exploration, development and accretive acquisition with an immediate targeted focus on the strategically significant Zuleika Shear, as well as exposure for Zuleika shareholders to a diversified portfolio of exploration assets in WA,” the Zuleika statement read.

CZR’s board said the proposed acquisition would augment the company’s exploration portfolio, which includes the advanced Croydon project.

“The proposed acquisition of Zuleika and its highly complementary suite of assets represents a step-change in the growth trajectory of CZR, and the strengthened balance sheet of the combined entities provides an excellent platform for further growth.”