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FORRESTANIA RESOURCES LIMITED — M&A Activity 2025
Dec 22, 2025
64945_rns_2025-12-22_4142ec97-bb4e-4a39-b770-f3feaa11bb49.pdf
M&A Activity
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Docusign Envelope ID: CEB2A005-58C9-4733-AD7D-8C988464BA96
23 December 2025
Our Ref: TAH:BJP:5426-16 Contact: Toby Hicks Partner [email protected]
Online lodgement
Market Announcements Office ASX Limited Level 40, Central Park 152-158 St Georges Terrace PERTH WA 6000
Dear Sir/Madam
OFF-MARKET TAKEOVER OF KULA GOLD LIMITED BY FORRESTANIA RESOURCES LIMITED – NOTICE DECLARING THE OFFER FREE OF DEFEATING CONDITIONS AND EXTENSION OF OFFER PERIOD
We act for Forrestania Resources Limited (ACN 647 899 698) ( Forrestania ) in respect of its offer dated 8 December 2025 ( Offer ) in relation to its off-market takeover bid for all of the fully paid ordinary shares in Kula Gold Limited (ACN 126 741 259) ( Kula ) pursuant to its replacement bidder’s statement dated 4 December 2025, which replaces its bidder’s statement dated 24 November 2025 (together, the Bidder’s Statement ).
Offer Freed of Defeating Conditions
We enclose, pursuant to section 630(5)(b) of the Corporations Act 2001 (Cth) ( Corporations Act ), a notice that Forrestania has waived the remaining defeating conditions to the Offer given by Forrestania pursuant to section 630(4) of the Corporations Act.
We also enclose, in accordance with section 650F(3)(a) of the Corporations Act, a notice declaring the offer free of defeating conditions given by Forrestania as required under sections 650F(1) and (2) of the Corporations Act.
Extension of Offer Period
The Board of Forrestania has resolved to extend the period during which the Offer will remain open for acceptance from 4:00pm (AWST) on 8 January 2026 until 4:00pm (AWST) on 22 January 2026 .
We enclose the notice given by Forrestania under section 650D of the Corporations Act in relation to the extension of the Offer period. We confirm that this notice has today been lodged with the Australian Securities and Investments Commission pursuant to section 650D(1)(b) of the Corporations Act, will be served on all Kula shareholders pursuant to section 650D(1)(c)(ii) of the Corporations Act and has been served on Kula in accordance with section 650D(c)(i) of the Corporations Act.
This release has been authorised by the Board of Forrestania.
Yours faithfully
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STEINEPREIS PAGANIN
Encl
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Docusign Envelope ID: CEB2A005-58C9-4733-AD7D-8C988464BA96
NOTICE OF FULFILMENT OF DEFEATING CONDITION
( CORPORATIONS ACT 2001 (CTH) SUB-SECTION 630(4))
OFF-MARKET TAKEOVER OFFER BY FORRESTANIA RESOURCES LIMITED
To: Kula Gold Limited (ACN 126 741 259) ( Kula ); and
ASX Limited ( ASX )
Forrestania Resources Limited (ACN 647 899 698) ( Forrestania ) gives notice in accordance with section 630(4) of the Corporations Act 2001 (Cth) ( Corporations Act ) in respect of its offer dated 8 December 2025 in relation to its off-market takeover bid for all of the fully paid ordinary shares in Kula pursuant to its replacement bidder’s statement dated 4 December 2025 which replaces its bidder’s statement dated 24 November 2025 (together, the Bidder’s Statement ).
Capitalised terms in this notice have the same meaning as given in the Bidder’s Statement, unless the context requires otherwise.
For the purposes of section 630(4) of the Corporations Act, Forrestania gives notice that the Offer is now free of any remaining defeating Conditions as detailed in Section 12.9 of the Bidder’s Statement, the Offer and any takeover contract arising from acceptance of the Offer is now wholly unconditional.
Dated: 23 December 2025
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David Geraghty Signed for and on behalf of Forrestania Resources Limited
Docusign Envelope ID: CEB2A005-58C9-4733-AD7D-8C988464BA96
NOTICE DECLARING THE OFFER FREE OF DEFEATING CONDITIONS
( CORPORATIONS ACT 2001 (CTH) SECTION 650F)
OFF-MARKET TAKEOVER OFFER BY FORRESTANIA RESOURCES LIMITED
To: Kula Gold Limited (ACN 126 741 259) ( Kula ); and
ASX Limited ( ASX )
Forrestania Resources Limited (ACN 647 899 698) ( Forrestania ) gives notice in accordance with section 650F of the Corporations Act 2001 (Cth) ( Corporations Act ) in respect of its offer dated 8 December 2025 in relation to its off-market takeover bid for all of the fully paid ordinary shares in Kula Gold Limited (ACN 126 741 259) ( Kula ) pursuant to its replacement bidder’s statement dated 4 December 2025 which replaces its bidder’s statement dated 24 November 2025 (together, the Bidder’s Statement ).
Capitalised terms in this notice have the same meaning as given in the Bidder’s Statement unless the context requires otherwise.
For the purposes of section 650F of the Corporations Act, Forrestania gives notice that:
(a) Forrestania declares the Offer and any contract arising out of acceptance of the Offer free from all Conditions set out in Section 12.9 of the Bidder’s Statement; and
(b) As at the date of this notice, Forrestania’s voting power in Kula is 76.07%.
Accordingly, the Offer is now wholly unconditional.
Dated: 23 December 2025
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David Geraghty Signed for and on behalf of Forrestania Resources Limited
Docusign Envelope ID: CEB2A005-58C9-4733-AD7D-8C988464BA96
NOTICE OF VARIATION OF OFFER – EXTENSION OF BID PERIOD
( CORPORATIONS ACT 2001 (CTH) SECTION 650D)
OFF-MARKET TAKEOVER OFFER BY FORRESTANIA RESOURCES LIMITED
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To: Australian Securities and Investments Commission ( ASIC );
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Kula Gold Limited (ACN 126 741 259) ( Kula ); and ASX Limited ( ASX ).
Forrestania Resources Limited (ACN 647 899 698) ( Forrestania ) gives this notice under section 650D of the Corporations Act 2001 (Cth) ( Corporations Act ) in respect of its offer dated 8 December 2025 in relation to its off-market takeover bid for all of the fully paid ordinary shares in Kula pursuant to its replacement bidder’s statement dated 4 December 2025 which replaces its bidder’s statement dated 24 November 2025 (together, the Bidder’s Statement ).
Capitalised terms in this notice have the same meaning as given in the Bidder’s Statement, unless the context requires otherwise.
Extension of Offer
Forrestania gives notice under section 650D(1) of the Corporations Act that pursuant to section 650C(1) of the Corporations Act it varies the Offer by:
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(a) extending the period during which the Offer will remain open for acceptance from 4:00pm (AWST) on 8 January 2026 until 4:00pm (AWST) on 22 January 2026 , unless withdrawn or further extended; and
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(b) replacing references to “8 January 2026” with “22 January 2026” in all places in the Bidder’s Statement and the Acceptance Form where “8 January 2026” appears (or is deemed to appear) as the last day of the Offer period.
Forrestania confirms that the Offer has been freed from all defeating Conditions pursuant to sections 650F and 630(4) of the Corporations Act. Accordingly, the Offer is wholly unconditional.
Date of lodgement and disclaimer
A copy of this Notice was lodged with ASIC on 23 December 2025. Neither ASIC nor any of their respective officers takes any responsibility for the contents of this notice.
Authorisation
This notice has been approved by a unanimous resolution passed by the board of directors of Forrestania in accordance with section 650D(3A) of the Corporations Act (as inserted by ASIC Corporations (Takeover Bids) Instrument 2023/683).
Dated: 23 December 2025
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David Geraghty Signed for and on behalf of Forrestania Resources Limited