Highlights

  • Forrestania signs agreement to acquire Lake Johnston Project and associated infrastructure.
  • Capital raising of AUD 34m planned through placement and SPP to fund acquisition.
  • Acquisition aligns FRS’ existing gold Resources with established processing infrastructure.

Forrestania Resources Limited (ASX:FRS) announced that it has entered into a binding heads of agreement with Poseidon Nickel Pty Ltd, a wholly owned subsidiary of Horizon Minerals Limited (ASX:HRZ), to acquire the Lake Johnston Project. The assets include the processing plant, buildings, and supporting infrastructure located on the associated tenements. According to the Company, the acquisition provides a pathway to assess potential future production based on its existing JORC gold Resources.

The Company noted that the Lake Johnston infrastructure includes a 1.5Mtpa flotation and comminution circuit, workshops, laboratories, a fully established accommodation camp, and power infrastructure. The site is currently licensed to operate until 2041, offering a long-term operational framework for processing activities.

Strategic Rationale and Development Context

FRS outlined several strategic reasons for the acquisition. The existing infrastructure positions the Company to evaluate a near-term processing option for its consolidated gold projects located across Southern Cross, Westonia, Bonnie Vale and the Eastern Goldfields. Repurposing the nickel processing plant may reduce capital intensity, timelines, and approvals risk when compared with the development of a greenfields facility. The Company stated that this acquisition supports its transition from explorer to a potential near-term producer.

The Lake Johnston facility is situated to support haulage access from Forrestania’s various gold project regions. The Sale Assets include multiple mining and general-purpose leases listed under the agreement.

Acquisition Terms and Completion Conditions

The acquisition carries a total consideration of AUD 35m consisting of:
• AUD 2m non-refundable payment on execution of the HOA;
• AUD 14m upfront cash payable upon execution of the full-form agreement;
• AUD 14m cash at completion; and
• AUD 5m in FRS shares priced at AUD 0.175 each.

Completion is subject to regulatory approvals, capital raising completion, assignment deeds for the transfer of assets, and third-party consents. FRS expects completion by 31 January 2026.

Capital Raising and Share Purchase Plan

The Company reported firm commitments to raise AUD 32m through a two-tranche placement at AUD 0.175 per share. Participants will receive one unlisted option for every 1.1 shares, exercisable at AUD 0.24 over three years, subject to shareholder approval.

FRS will also undertake a Share Purchase Plan targeting up to AUD 2m, available to eligible shareholders in Australia and New Zealand at the same offer price of AUD 0.175. The SPP is scheduled to open on 25 November 2025 and close on 12 January 2026.

Board Transition and Leadership Update

As part of the broader corporate transition, the Company announced that Mr. David Geraghty, currently Non-Executive Chairman, will assume the role of Executive Chairman effective 17 November 2025. His remuneration is set at AUD 500,000 per annum, with the option to receive equity subject to shareholder approval. The executive services agreement includes a six-month notice period and eligibility to participate in Company incentive

Share Performance of FRS

FRS was trading 4.94% higher at AUD 0.210 per share as of 18 November 2025.