Recommended A$0.08 Per Share Cash Offer

Core Viewpoint - Bastion Mining Pte Ltd has made an off-market takeover offer to acquire all fully paid ordinary shares of Xanadu Mines Ltd at a price of A$0.08 per share, representing a significant premium to the current market price [1][7][9]. Offer Details - The offer price of A$0.08 per share represents a 57% premium to Xanadu's closing price of A$0.051 on May 16, 2025 [7][13]. - The total equity value implied by the offer for Xanadu is A$160 million, excluding a proposed share issue to Bastion [7]. - Bastion plans to subscribe for 286,829,633 shares in Xanadu at A$0.06 per share, amounting to an initial investment of A$17.2 million [7][22]. Recommendations and Support - Xanadu's Takeover Board Committee unanimously recommends that shareholders accept the offer, pending the conclusion of an Independent Expert that the offer is fair and reasonable [4][8][10]. - CAAF Ltd, Xanadu's largest independent shareholder, holding 11.85% of shares, has also confirmed its intention to accept the offer [9][12]. Conditions and Commitments - The offer is contingent upon Bastion acquiring at least 50.1% of Xanadu shares, after which it will declare the offer unconditional [7][11][15]. - The Bid Implementation Agreement includes standard terms such as exclusivity arrangements and a right for Bastion to match any competing proposal [15][16]. Timeline and Next Steps - The indicative timetable for the offer includes key dates such as the opening of the offer period on May 28, 2025, and the closing of the offer period unless extended [25][23]. - Xanadu will host a conference call on May 21, 2025, to discuss the offer further [12]. Company Background - Xanadu Mines is an exploration company listed on ASX and TSX, focusing on significant copper-gold discoveries in Mongolia, particularly the Kharmagtai project [28].